EXHIBIT 2.2 INTEREST PURCHASE AGREEMENT This Interest Purchase Agreement (this "Agreement"), is made and entered into as of the 16th day of December 2009 by and among Educational Investors, Inc., a Delaware corporation ("EII"); TD Management, LLC, a...Interest Purchase Agreement • December 16th, 2009 • Florham Consulting Corp • Services-management consulting services • New York
EX-2.1 2 d263203dex21.htm INTEREST PURCHASE AGREEMENT EXECUTION VERSION INTEREST PURCHASE AGREEMENT by and between AVNET, INC., as the Seller and TECH DATA CORPORATION, as the Buyer Dated as of September 19, 2016 Page (Continued) Page (Continued) Page...Interest Purchase Agreement • May 5th, 2020 • New York
INTEREST PURCHASE AGREEMENT, dated as of September 19, 2016 (this “Agreement”), by and between Avnet, Inc., a New York corporation (the “Seller”), and Tech Data Corporation, a Florida corporation (the “Buyer”).
EX-2.1 2 d261592dex21.htm INTEREST PURCHASE AGREEMENT INTEREST PURCHASE AGREEMENT by and among ERP OPERATING LIMITED PARTNERSHIP and THE SELLERS THAT ARE PARTIES HERETO December 2, 2011 Page -i- -ii- SCHEDULES Schedule I Purchased Interests Schedule...Interest Purchase Agreement • May 5th, 2020 • Delaware
This Interest Purchase Agreement (this “Agreement”) is made effective as of December 2, 2011, by and among ERP Operating Limited Partnership, an Illinois limited partnership (“Buyer”), and each of BIH ASN LLC (“BIH”), Archstone Equity Holdings Inc. (“AEH” and, collectively with BIH, “Barclays”), Bank of America, N.A. (“BANA”) and Banc of America Strategic Ventures, Inc. (“BofA Strategic”, and, collectively with BANA, “Bank of America”). Barclays and Bank of America are sometimes referred to herein as “Sellers” and, each, a “Seller.” Buyer and Sellers are sometimes referred to herein as the “Parties” and each, a “Party.”
INTEREST PURCHASE AGREEMENT BY AND AMONGInterest Purchase Agreement • March 10th, 2017 • Energy 11, L.P. • Crude petroleum & natural gas • Oklahoma
This Interest Purchase Agreement (this “Agreement”) is entered into as of March 8, 2017 (the “Execution Date”), by and among Energy 11 Operating Company, LLC, a Delaware limited liability company (“Buyer”), Kaiser Acquisition and Development - Whiting, LLC, an Oklahoma limited liability company (“Target”), and Kaiser Acquisition and Development, LLC, an Oklahoma limited liability company and George B. Kaiser (Kaiser Acquisition and Development, LLC and George B. Kaiser are collectively referred to herein as the “Seller”, and together, with Target, the “Owners”). Buyer and Owners are referred to collectively herein as the “Parties.”
INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • September 9th, 2022 • Solar Integrated Roofing Corp. • Construction - special trade contractors • California
This Interest Purchase Agreement (this "Agreement") is dated as of August 20, 2019 (the "Effective Date") by and between: (i) Heather Griffin ("Griffin"), an individual residing at 6162 Sierra Palos Road Irvine, CA 92603 and Josiah Carroll ("Carroll", and together with Griffin, the "Sellers"), an individual residing at 2012 North Stanley Place Signal Hill CA, 90755(the "Sellers"); and (ii) Solar Integrated Roofing Corporation, a Nevada corporation ("Buyer"). Sellers and Buyer are sometimes referred to in this Agreement collectively as the"Parties" and each individually as a "Party."
INTEREST PURCHASE AGREEMENT By and Among ICONIX BRAND GROUP, INC., UNITED FEATURE SYNDICATE, INC. and THE E.W. SCRIPPS COMPANY April 26, 2010Interest Purchase Agreement • June 8th, 2010 • Scripps E W Co /De • Newspapers: publishing or publishing & printing • New York
This Interest Purchase Agreement (the “Agreement”) is made as of April 26, 2010, by Iconix Brand Group, Inc., a Delaware corporation (“Buyer”), United Feature Syndicate, Inc., a New York corporation (“Seller”) and The E.W. Scripps Company, an Ohio corporation (“Parent”).
EX-2.1 2 d565207dex21.htm EX-2.1 Execution Version INTEREST PURCHASE AGREEMENT dated as of April 15, 2018 by and among MGM ELGIN SUB, INC., ILLINOIS RBG, L.L.C., as Sellers, ELGIN RIVERBOAT RESORT – RIVERBOAT CASINO, as Company, ELDORADO RESORTS,...Interest Purchase Agreement • May 5th, 2020 • New York
This INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of April 15, 2018, by and among ELGIN RIVERBOAT RESORT – RIVERBOAT CASINO d/b/a GRAND VICTORIA CASINO, an Illinois partnership (the “Company”), MGM ELGIN SUB, INC., a Nevada corporation (“MGM Elgin”), ILLINOIS RBG, L.L.C., a Delaware limited liability company (“RBG” and, together with MGM Elgin, the “Sellers”), MGM RESORTS INTERNATIONAL, a Delaware corporation (“MGM” and, together with the Sellers, the “Seller Parties”), ELDORADO RESORTS, INC., a Nevada corporation (the “Buyer”), ELGIN HOLDINGS I LLC, a Delaware limited liability company (“Elgin Holdings I”), and ELGIN HOLDINGS II LLC, a Delaware limited liability company (“Elgin Holdings II” and, together with Elgin Holdings I, the “Buyer Purchasing Subsidiaries”). The Buyer and the Buyer Purchasing Subsidiaries are sometimes referred to herein individually as a “Buyer Party” and collectively, the “Buyer Parties”. Capitalized terms used herein and not othe
INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • January 30th, 2014 • Growlife, Inc. • Glass products, made of purchased glass • Nevada
This Interest Purchase Agreement (this “Agreement”) is entered into as of January 24, 2014 (“Effective Date”), by and among, on the one hand, Wise Phoenix LLC, a Nevada limited liability company, and AJOA Holdings, LLC, a Nevada limited liability company, (Wise Phoenix LLC and AJOA Holdings LLC are collectively referred to as “Sellers”), R.X.N.B. Inc., a Nevada corporation (the “Company”), and on the other hand, Organic Growth International, a Nevada limited liability company (“Investor”). Capitalized terms used in this Agreement but not defined in this Agreement shall have the meaning assigned in the Shareholder Agreement (as defined below).
BY AND AMONGInterest Purchase Agreement • January 21st, 2005 • Shenandoah Telecommunications Co/Va/ • Telephone communications (no radiotelephone) • Virginia
INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • March 18th, 2022 • Camden Property Trust • Real estate investment trusts • Texas
THIS INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of March 17, 2022 is entered into by and among TEACHER RETIREMENT SYSTEM OF TEXAS, a public pension fund and public entity of the State of Texas (“Seller”), CAMDEN PROPERTY TRUST, a Texas real estate investment trust, or an affiliate designated thereby (“Buyer”) and CAMDEN MULTIFAMILY VALUE ADD FUND GP LLC, a Delaware limited liability company (the “GP”).
AMENDED AND RESTATED INTEREST PURCHASE AGREEMENT DATED AS OF JULY 22, 1998Interest Purchase Agreement • August 10th, 1998 • First Sierra Financial Inc • Miscellaneous business credit institution • Delaware
INTEREST PURCHASE AGREEMENT BETWEENInterest Purchase Agreement • November 10th, 2020 • BLACK CREEK INDUSTRIAL REIT IV Inc. • Real estate investment trusts • Maryland
This INTEREST PURCHASE AGREEMENT, dated as of July 15, 2020 (this “Agreement”), is by and between BCI IV Portfolio Real Estate Holdco LLC (“BCI IV Holdco”), a Delaware limited liability company and an indirect subsidiary of Black Creek Industrial REIT IV Inc., a Maryland corporation (“BCI IV”), and Industrial Property Operating Partnership LP (“Company OP”), a Delaware limited partnership and a direct subsidiary of Industrial Property Trust, a Maryland real estate investment trust (the “Company). Each of BCI IV Holdco and Company OP is sometimes referred to herein as a “Party” and collectively as the “Parties.” Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in Article 1.
INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • December 28th, 2021 • Select Medical Holdings Corp • Services-hospitals • Delaware
This INTEREST PURCHASE AGREEMENT (this “Agreement”) is entered into as of December 24, 2021, by and among Concentra Group Holdings Parent, LLC, a Delaware limited liability company (the “Company”), Select Medical Corporation, a Delaware corporation (“Select”), Welsh, Carson, Anderson & Stowe XII, L.P., a Delaware limited partnership (“WCAS”), Dignity Health Holding Corporation, a Nevada corporation (“Dignity”), and the other signatories hereto (collectively with WCAS and Dignity, the “Sellers” and each, individually, a “Seller”).
EX-10.1 2 d626717dex101.htm EX-10.1 Execution Version INTEREST PURCHASE AGREEMENT BY AND AMONG BP PRODUCTS NORTH AMERICA INC., BP OFFSHORE PIPELINES COMPANY LLC, AND BP PIPELINES (NORTH AMERICA) INC., COLLECTIVELY, AS SELLERS, AND BP MIDSTREAM...Interest Purchase Agreement • May 5th, 2020 • Delaware
INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • December 9th, 2002 • Jitsource Inc • Services-management consulting services • Texas
THIS INTEREST PURCHASE AGREEMENT AND SHARE EXCHANGE,effective as of April , 2002, by and among Jitsource, Inc. a Delaware corporation with its principal place of business located at 233 Wilshire Blvd., Suite 960, Santa Monica CA (“Jitsource”), Jitsource, LCC a Delaware Limited Liability Corporation with its principal place of business located at 377 East Las Colinas Blvd., Suite 280 Irving, Texas 75309 (“JT”) and Reza Rahman (“Rahman”) the sole interest holder of Jitsource, LLC.
INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • September 11th, 2019 • Vera Bradley, Inc. • Leather & leather products
This INTEREST PURCHASE AGREEMENT (this "Agreement"), is dated as of June 19, 2019, and is by and among Vera Bradley Holdings, LLC, a Delaware limited liability company ("Buyer"), Creative Genius Holdings, Inc., a California corporation ("Seller"), Creative Genius, Inc., a California corporation (the "Company"), Griffin Thall ("Thall"), Paul Goodman ("Goodman" and together with Thall, each a "Shareholder" and collectively, the "Shareholders"), and, solely for the purpose of Section 11.14, Vera Bradley Designs, Inc.("Designs") and Vera Bradley, Inc. ("VRA" and together with Designs, the "Guarantors" and individually a "Guarantor").
INTEREST PURCHASE AGREEMENT among STAR GAS PARTNERS, L.P. and STAR GAS LLC (initially, as the “Sellers”), INERGY PROPANE, LLC (as “Buyer”) and INERGY, L.P. (as “Guarantor”) (November 18, 2004)Interest Purchase Agreement • November 24th, 2004 • Inergy L P • Retail-nonstore retailers • Delaware
This Interest Purchase Agreement is entered into on November 18, 2004, among Star Gas Partners, L.P., a Delaware limited partnership (the “Partnership”), Star Gas LLC, a Delaware limited liability company (the “General Partner”, together with the Partnership, the “Sellers”), Inergy Propane, LLC, a Delaware limited liability company (“Buyer”), and, solely for purposes of Sections 8.9 and 8.15 and Article 15, Inergy, L.P., a Delaware limited partnership (“Guarantor”).
EXHIBIT 10.1 INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • January 16th, 2001 • New Valley Corp • Real estate • New York
UNAUDITED PRO FORMA FINANCIAL STATEMENTSInterest Purchase Agreement • October 24th, 2017 • Catalent, Inc. • Pharmaceutical preparations
On September 18, 2017, Catalent Pharma Solutions, Inc., a wholly owned subsidiary of Catalent, Inc. (“Catalent”), entered into an Interest Purchase Agreement (the “Acquisition Agreement”) with Cook Pharmica LLC, an Indiana limited liability company (“Cook Pharmica”), Cook Group Incorporated, an Indiana corporation (the “Seller”) and, solely for purposes of Section 7.19 of the Acquisition Agreement, Catalent. Unless otherwise indicated or the context otherwise requires, the terms “Catalent,” “we,” “our,” “the Company,” and “us” refer to Catalent and its subsidiaries on a consolidated basis. In these unaudited pro forma condensed combined financial statements and the notes thereto, when we refer to our fiscal years, which end on June 30, we say “fiscal” and the year number, as in “fiscal 2017”, which refers to our fiscal year ended June 30, 2017. We refer in these unaudited pro forma condensed combined financial statements and the notes thereto to our Annual Report on Form 10-K for fisca
INTEREST PURCHASE AGREEMENT dated as of September 10, 2015 among GOCOM CORPORATION, and HUAYUE ELECTRONICS INC.Interest Purchase Agreement • September 15th, 2015 • Huayue Electronics, Inc. • Electric lighting & wiring equipment • Nevada
This Interest Purchase Agreement (this “Agreement”), dated as of September 10, 2015, is by and among GOCOM CORPORATION, a Nevada corporation (“GoCOM”) and HUAYUE ELECTRONICS INC., a Delaware corporation (“HUAY”). GoCOM and HUAY are separately referred to herein as a “Party” and, together, as the “Parties.”
INTEREST PURCHASE AGREEMENT by and among ASP-ROBERTSON LLC (“Seller”), ROBERTSON FUEL SYSTEMS, L.L.C. (the “Company”), and HEICO ELECTRONIC TECHNOLOGIES CORP. (“Buyer”) Dated as of December 18, 2015Interest Purchase Agreement • February 29th, 2016 • Heico Corp • Aircraft engines & engine parts • New York
This INTEREST PURCHASE AGREEMENT (“Agreement”), is dated as of December 18, 2015, by and among ASP-ROBERTSON LLC, a Delaware limited liability company (“Seller”), ROBERTSON FUEL SYSTEMS, L.L.C., an Arizona limited liability company (the “Company”), and HEICO ELECTRONIC TECHNOLOGIES CORP., a Florida corporation (“Buyer”).
FIRST AMENDMENT TO INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • May 31st, 2007 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus
THIS FIRST AMENDMENT TO INTEREST PURCHASE AGREEMENT (this “Amendment”), dated May 25, 2007, is by and among Lithotripters, Inc., a North Carolina corporation (“Buyer”), HealthTronics, Inc., a Georgia corporation (“HTRN”), and David Arsht, D.O. (“Arsht”), P. Kenneth Brownstein, M.D. (“Brownstein”), Larry E. Goldstein, M.D. (“Goldstein”) and Michael Dernoga (“Dernoga”).
EXHIBIT 2.1 INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • December 4th, 2000 • Puma Technology Inc • Services-prepackaged software • California
INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • November 12th, 2015 • ChromaDex Corp. • Medicinal chemicals & botanical products • Delaware
This Interest Purchase Agreement (this “Agreement”) is entered into as of the 28th day of August, 2015 by and between Healthspan Research LLC, a Delaware limited liability company (the “Company”), and the undersigned investor (the “Investor”).
INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • October 15th, 2015
Upon completion of the wells, as commercial producers, Patriots Energy Group, Inc. agrees to assign to you (per $50,000) the respective Net Revenue Interest in both wells.
INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • November 7th, 2019 • Par Technology Corp • Calculating & accounting machines (no electronic computers) • Delaware
INTEREST PURCHASE AGREEMENT, dated as of November 7, 2019 (this “Agreement”), between the Persons listed on the signature pages hereto as owners (each, individually, an “Owner” and collectively, the “Owners”), PJCDSG, Inc., a Florida corporation (the “Seller” and together with the Owners, each, a “Seller Party” and collectively, the “Seller Parties”), ParTech, Inc., a New York corporation (the “Buyer”), PAR Technology Corporation, a Delaware corporation (“Parent”) and, solely with respect to Sections 3.2, 3.3, 5.3, 5.4, 5.5 and 5.8 and Article X, in each case, as a Seller Party, Drew D. Peloubet.
Global Eagle Entertainment Inc.Interest Purchase Agreement • May 15th, 2018 • Global Eagle Entertainment Inc. • Communications services, nec
INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • March 24th, 2014 • Full House Resorts Inc • Hotels & motels • Delaware
Contents of Seller Disclosure Letter Cross Reference in Seller Disclosure Letter Pre-Closing Balance Sheet and Working Capital Calculation Section 2.4 Indebtedness of the Company to be Repaid Section 2.6 Contravention of Material Contracts Section 4.2(b) Financial Statements Section 4.4(a) Other Liabilities of the Company Section 4.4(b) Indebtedness of the Company Section 4.4(c) Certain Changes or Events Section 4.5(b) Capital Expenditure Projects Section 4.5(b)(xi) Transactions with Affiliates and Affiliated Persons Section 4.6 Condition of Assets and Properties Section 4.7(b) Leases of Personal Property Section 4.8 Seller Intellectual Property Used by the Company Section 4.9(a) Legal Proceedings Concerning Intellectual Property Section 4.9(b) Third Party Infringements of Intellectual Property Section 4.9(c) IT and Computer Systems Section 4.9(d) Material Contracts Section 4.10(a) Legal Proceedings Section 4.11 Environmental Matters Section 4.12 Environmental Reports Section 4.12(e)
INTEREST PURCHASE AGREEMENT BY AND AMONG NRP OIL AND GAS LLC, KAISER-WHITING, LLC, AND THE OWNERS OF KAISER-WHITING, LLC October 5, 2014Interest Purchase Agreement • October 6th, 2014 • Natural Resource Partners Lp • Bituminous coal & lignite surface mining • Oklahoma
This Interest Purchase Agreement (this “Agreement”) is entered into as of October 5, 2014, by and among NRP Oil and Gas LLC, a Delaware limited liability company (“Buyer”), Kaiser-Whiting, LLC, an Oklahoma limited liability company (“Target”), and the Persons who are the owners of all the limited liability company interests in Target (the “Sellers”, and together, with Target, the “Owners”). Buyer and Owners are referred to collectively herein as the “Parties.”
INTEREST PURCHASE AGREEMENT by and between EMC ACQUISITION HOLDINGS, LLC and GLOBAL EAGLE ENTERTAINMENT INC. Dated May 9, 2016Interest Purchase Agreement • May 13th, 2016 • Global Eagle Entertainment Inc. • Communications services, nec • New York
This Interest Purchase Agreement (this “Agreement”) is entered into on May 9, 2016 by and between Global Eagle Entertainment Inc., a Delaware corporation (“Buyer”), and EMC Acquisition Holdings, LLC, a Delaware limited liability company (“Seller”). Buyer and Seller are referred to collectively herein as the “Parties” and individually as a “Party.”
INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • January 4th, 2021 • Select Medical Holdings Corp • Services-hospitals • Delaware
This INTEREST PURCHASE AGREEMENT (this “Agreement”) is entered into as of December 31, 2020, by and among Concentra Group Holdings Parent, LLC, a Delaware limited liability company (the “Company”), Select Medical Corporation, a Delaware corporation (“Select”), Welsh, Carson, Anderson & Stowe XII, L.P., a Delaware limited partnership (“WCAS”), Dignity Health Holding Corporation, a Nevada corporation (“Dignity”), and the other signatories hereto (collectively with WCAS and Dignity, the “Sellers” and each, individually, a “Seller”).
INTEREST PURCHASE AGREEMENT dated as of January 2, 2024 by and among REKOR SYSTEMS, INC., ALL TRAFFIC DATA SERVICES, LLC AND ALL TRAFFIC HOLDINGS, LLCInterest Purchase Agreement • January 3rd, 2024 • Rekor Systems, Inc. • Communications equipment, nec • Delaware
This document is not intended to create nor will it be deemed to create a legally binding or enforceable offer or agreement of any type or nature, unless and until agreed and executed by the Parties.
Confidential materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. INTEREST PURCHASE AGREEMENT BY AND BETWEEN LG&E ROANOKE VALLEY L.P. AS SELLER, AND WESTMORELAND-ROANOKE VALLEY, L.P. AS BUYERInterest Purchase Agreement • November 9th, 2004 • Westmoreland Coal Co • Bituminous coal & lignite surface mining
THIS INTEREST PURCHASE AGREEMENT, dated as of August 25, 2004, is by and between LG&E ROANOKE VALLEY L.P., a California limited partnership (“Seller”) and [**] (“Buyer”) and joined in by Westmoreland-Roanoke Valley, L.P., a Delaware limited partnership (“WEL Partner”). Seller and Buyer are referred to herein collectively as the “Parties” and each of them individually as a “Party.”
AMENDMENT NO. 1 TO INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • February 1st, 2005 • Oglebay Norton Co /Ohio/ • Mining & quarrying of nonmetallic minerals (no fuels)
This Amendment No. 1 to Interest Purchase Agreement (this “Amendment”), dated as of January 31, 2005, is made by and among Oglebay Norton Company, an Ohio corporation (the “Buyer”), Johnson Mining Inc., a Delaware corporation, The Cary Mining Company Inc., a Delaware corporation, and Michigan Minerals Associates, Inc., a Delaware corporation (each individually, a “Seller” and collectively, “Sellers”), and Michigan Limestone Operations, Inc., a Michigan corporation formerly known as “Global Stone Port Inland, Inc.” (the “Company”).
FIRST AMENDMENT TO INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • March 30th, 2023 • Vinebrook Homes Trust, Inc. • Real estate investment trusts • Delaware
THIS FIRST AMENDMENT TO INTEREST PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of November 14, 2022 (the “Amendment Effective Date”) by and among SOF-XI TERM HOLDINGS, L.P., a Delaware limited partnership, SOF-XI RS HOLDINGS, L.P., a Delaware limited partnership, and SFR MASTER HOLDINGS, L.P., a Delaware limited partnership (collectively, “Seller”), and VB SEVEN, LLC, a Delaware limited liability company, assignee of the original purchaser, VB Five, LLC (“Buyer”), as acknowledged and agreed to by Fidelity National Title Insurance Company, as escrow agent (“Escrow Agent”). Seller and Buyer are collectively referred to herein as the “Parties” or individually as a “Party.” Capitalized terms used and not defined herein shall have the respective meanings ascribed to such terms in the Purchase Agreement (defined below).
