ASSET PURCHASE AGREEMENT by and among MARCUS MIDWEST, LLC, as Buyer; CINEMA ENTERTAINMENT CORP., as Company; ROBERT A. ROSS, DAVID M. ROSS and ANTHONY D. TILLEMANS, as Shareholders; ROSS BECKER PROPERTIES, LLP, as RBP; and ROBERT A. ROSS and DAVID M....Asset Purchase Agreement • March 22nd, 2007 • Marcus Corp • Hotels & motels • Wisconsin
This ASSET PURCHASE AGREEMENT (“Agreement”) is made and effective as of March 21, 2007 by and among MARCUS MIDWEST, LLC, a Wisconsin limited liability company, and/or any one or more designated affiliates thereof or third parties as provided in Section 19.2(a) (“Buyer”); CINEMA ENTERTAINMENT CORP., a Minnesota corporation (“Company”); each of the shareholders of Company as set forth as signatories to this Agreement (individually “Shareholder” and together, “Shareholders”); ROSS BECKER PROPERTIES, LLP, a Minnesota partnership (“RBP”); and two of the Shareholders, ROBERT A. ROSS and DAVID M. ROSS, as the principal partners of RBP (“Partners”) . The covenants, responsibilities and obligations of Buyer under this Agreement are being fully and directly guaranteed by MARCUS THEATRES CORPORATION, a Wisconsin corporation (“Guarantor”), pursuant to the Guarantee attached hereto.
