Common Contracts
3 similar Membership Interest Purchase Agreement contracts by OVERSTOCK.COM, Inc
PRO SECURITIES, LLC MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among JOSEPH CAMMARATA AND JOHN PAUL DEVITO, as Sellers, and MEDICI, INC., as Buyer dated as of August 26, 2015Membership Interest Purchase Agreement • May 5th, 2020 • Utah
TABLE OF CONTENTS Page Article 1 DEFINITIONS1 1.1Definitions 1 Article 2 SALE AND PURCHASE OF MEMBERSHIP INTERESTS 1 2.1Purchase of Membership Interests 1 2.2Purchase Price 1 2.3Closing 2 2.4Closing Deliveries by Sellers 2 2.5Closing Deliveries by Buyer 2 2.6Purchase Price Calculation 2 2.7Withholding 3 Article 3 REPRESENTATIONS AND WARRANTIES OF SELLERS 3 3.1Organization and Qualification 3 3.2Authority, Due Execution; Binding Effect 3 3.3Capitalization 4 3.4No Subsidiaries 4 3.5No Conflict 4 3.6Consents and Approvals 4 3.7Title 4 3.8Financial Statements; Undisclosed Liabilities 5 3.9Books and Records 5 3.10Compliance with Laws; Permits; Proceedings 5 3.11Absence of Change 6 3.12Material Contracts 6 3.13Real Property 6 3.14Tax Matters 7 3.15Environmental Matters 8 3.16Intellectual Property 9 3.17Benefit Plans 10 3.18Broker-Dealer Representations 10 3.19Brokers 13 3.20Full Disclosure 13 3.21Restricted Shares 13 3.22Stock Legends 14 Article 4 REPRESENTATIONS AND WARRANTIES OF BUYER 14 4
PRO SECURITIES, LLCMEMBERSHIP INTEREST PURCHASE AGREEMENT by and among JOSEPH CAMMARATA AND JOHN PAUL DEVITO, as Sellers, and MEDICI, INC., as Buyer dated as of August 26, 2015Membership Interest Purchase Agreement • November 9th, 2015 • OVERSTOCK.COM, Inc • Retail-catalog & mail-order houses • Utah
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of August 26, 2015, is by and among Joseph Cammarata and John Paul DeVito (“Sellers” and each, individually, a “Seller”) and Medici, Inc., a Utah corporation (“Buyer,” and together with Sellers, the “Parties” and each, individually, a “Party”).
SPEEDROUTE LLCMEMBERSHIP INTEREST PURCHASE AGREEMENT by and among JOSEPH CAMMARATA AND JOHN PAUL DEVITO, as Sellers, and MEDICI, INC., as Buyer dated as of August 26, 2015Membership Interest Purchase Agreement • November 9th, 2015 • OVERSTOCK.COM, Inc • Retail-catalog & mail-order houses • Utah
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of August 26, 2015, is by and among Joseph Cammarata and John Paul DeVito (“Sellers” and each, individually, a “Seller”) and Medici, Inc., a Utah corporation (“Buyer,” and together with Sellers, the “Parties” and each, individually, a “Party”).
