Standard Contracts
ARTICLE VII COVENANTS Due Diligence Investigation by Sun Network. During the period from the date of this Agreement to and including the Closing Date, the Members shall cause Sun Network to be given free access at reasonable times and during normal...LLC Interest Purchase Agreement • June 13th, 2005 • Sun Network Group Inc • Services-motion picture & video tape production • Florida
LLC INTEREST PURCHASE AGREEMENT by and among HOLLYFRONTIER CORPORATION, FRONTIER REFINING LLC and FRONTIER EL DORADO REFINING LLC as Sellers, and HOLLY ENERGY PARTNERS — OPERATING, L.P. and HOLLY ENERGY PARTNERS, L.P. as Buyer Effective as of November...LLC Interest Purchase Agreement • November 10th, 2011 • Holly Energy Partners Lp • Pipe lines (no natural gas) • Wyoming
THIS LLC INTEREST PURCHASE AGREEMENT (this “Agreement”) dated as of November 9, 2011 to be effective as of the Effective Time (as defined below), is made and entered into by and among HollyFrontier Corporation, a Delaware corporation (“HollyFrontier”), Frontier Refining LLC, a Delaware limited liability company (“Frontier Cheyenne”), Frontier El Dorado Refining LLC, a Delaware limited liability company (“Frontier El Dorado” and collectively with Frontier Cheyenne, “Sellers”, and each a “Seller”), Holly Energy Partners — Operating, L.P., a Delaware limited partnership (“Buyer”), and Holly Energy Partners, L.P., a Delaware limited partnership (the “Partnership”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
ContractLLC Interest Purchase Agreement • December 14th, 2010 • C2 Global Technologies Inc • Telegraph & other message communications • New York
This agreement is dated as of December 10, 2010, and is between Forsons Equity, LLC, a New York limited liability company (“Seller”) and C2 Global Technologies, Inc. (“C2”).
by and among HOLLYFRONTIER CORPORATION, as Seller, HEP UNEV HOLDINGS LLC, as Buyer and HOLLY ENERGY PARTNERS, L.P. Dated as of July 12, 2012LLC Interest Purchase Agreement • August 9th, 2012 • HollyFrontier Corp • Petroleum refining
Exhibits: Exhibit A - Form of Assignment Exhibit B - Form of Amended and Restated Omnibus Agreement Exhibit C - Form of Waiver Exhibit D - Form of LLC Agreement of HEP UNEV Holdings LLC Exhibit E - Form of Amendment to UNEV Pipeline LLC Agreement
LLC INTEREST PURCHASE AGREEMENTLLC Interest Purchase Agreement • December 4th, 2017 • Clikia Corp. • Services-automotive repair, services & parking • Texas
LLC INTEREST PURCHASE AGREEMENT [El Dorado Osage LLC] by and among HOLLYFRONTIER REFINING & MARKETING LLC, as Seller, with HOLLYFRONTIER CORPORATION, as Guarantor HOLLY ENERGY PARTNERS – OPERATING, L.P., as Buyer and HOLLY ENERGY PARTNERS, L.P. Solely...LLC Interest Purchase Agreement • February 24th, 2016 • Holly Energy Partners Lp • Pipe lines (no natural gas) • Delaware
THIS LLC INTEREST PURCHASE AGREEMENT (this "Agreement") dated as of February 22, 2016 to be effective as of the Effective Time (as defined below), is made and entered into by and among HOLLYFRONTIER REFINING & MARKETING LLC, a Delaware limited liability company ("Seller"), HOLLYFRONTIER CORPORATION, a Delaware corporation ("HFC"), HOLLY ENERGY PARTNERS – OPERATING, L.P., a Delaware limited partnership ("Buyer"), HOLLY ENERGY PARTNERS, L.P., a Delaware limited partnership (the "Partnership") and HEP LOGISTICS HOLDINGS, L.P., a Delaware limited partnership (“HEP General Partner”). Seller and Buyer are sometimes referred to in this Agreement each as a "Party" and collectively as the "Parties." HFC joins this Agreement solely for the purpose of Articles VI and XI of this Agreement. The Partnership and HEP General Partner join this Agreement solely in respect of Section 2.2(c).
EX-10.E 6 dex10e.htm AMENDMENT NO. 1 TO LLC INTEREST PURCHASE AGREEMENT AMENDMENT NO. 1 TO LLC INTEREST PURCHASE AGREEMENT, CONVERTING TO A PLAN OF MERGERLLC Interest Purchase Agreement • May 5th, 2020
THIS AMENDMENT NO. 1 TO LLC INTEREST PURCHASE AGREEMENT, CONVERTING TO A PLAN OF MERGER (this “Amendment”) is made and entered into as of the 15th day of December, 2004, by and among ALFA CORPORATION, a Delaware corporation (“Buyer”), ALFA MERGER SUB, LLC, a Tennessee limited liability company (“Merger Sub”), JOHN CHARLES RUSSELL, an individual resident of the State of Tennessee (“John Russell”), CAROL LYNN RUSSELL, an individual resident of the State of Tennessee (“Carol Russell”), THE TRUSTS IDENTIFIED ON THE SIGNATURE PAGES HERETO (the “Seller Trusts”), THE COMMUNITY FOUNDATION OF MIDDLE TENNESSEE, INC., a Tennessee not-for-profit corporation (the “Foundation”) (John Russell, Carol Russell, the Seller Trusts and the Foundation are, collectively, “Sellers”), and THE VISION INSURANCE GROUP, LLC, a Tennessee limited liability company (“Vision”).
LLC INTEREST PURCHASE AGREEMENT by and among HOLLY CORPORATION, NAVAJO PIPELINE CO., L.P. as Seller, and HOLLY ENERGY PARTNERS — OPERATING, L.P. as Buyer Dated as of June 1, 2009LLC Interest Purchase Agreement • June 5th, 2009 • Holly Energy Partners Lp • Pipe lines (no natural gas)
Each Disclosure Schedule attached to the LLC Interest Purchase Agreement (the “Agreement”) is qualified in its entirety by reference to the specific provisions of the Agreement to which such Disclosure Schedule is attached, and is not intended to constitute, and shall not be construed as constituting, representations or warranties except as and to the extent provided in the Agreement.
LLC INTEREST PURCHASE AGREEMENT by and among FRONTIER EL DORADO REFINING LLC, as Seller, with HOLLYFRONTIER CORPORATION, as Guarantor and HOLLY ENERGY PARTNERS – OPERATING, L.P., as Buyer Effective as of November 1, 2015LLC Interest Purchase Agreement • November 3rd, 2015 • Holly Energy Partners Lp • Pipe lines (no natural gas)
THIS LLC INTEREST PURCHASE AGREEMENT (this “Agreement”) dated as of November 2, 2015 to be effective as of the Effective Time (as defined below), is made and entered into by and among Frontier El Dorado Refining LLC, a Delaware limited liability company (“Seller”), HollyFrontier Corporation, a Delaware corporation (“HFC”) and Holly Energy Partners – Operating, L.P., a Delaware limited partnership (“Buyer”). Seller and Buyer are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” HFC joins this Agreement solely for the purpose of Articles VI and XI of this Agreement.
LLC INTEREST PURCHASE AGREEMENT BY AND AMONG VS HERCULES LLC FDC VITAMINS, LLC, MBF/FDC ACQUISITION, LLC, FDC MANAGEMENT, LLC, FDC LIMITED II, LLC, NUTRI-FORCE NUTRITION, INC. AND THE INDIVIDUALS LISTED ON EXHIBIT A HERETO DATED AS OF JUNE 6, 2014LLC Interest Purchase Agreement • June 9th, 2014 • Vitamin Shoppe, Inc. • Retail-food stores • Delaware
THIS LLC INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of June 6, 2014, is made and entered into by and among VS Hercules LLC, a Delaware limited liability company (“Purchaser”), FDC Vitamins, LLC, a Florida limited liability company (the “Company”), MBF/FDC Acquisition, LLC, a Delaware limited liability company (“MBF Acquisition”), FDC Management, LLC, a Florida limited liability company (“FDC Management”), FDC Limited II, LLC, a Florida limited liability company (“FDC Limited II”), Nutri-Force Nutrition, Inc., a Florida corporation (“Nutri-Force”), the individuals listed on Exhibit A hereto (the “Majority Class B Holders” and, together with MBF Acquisition, FDC Management, FDC Limited II and Nutri-Force, the “Sellers,” and each individually, a “Seller”), MBF Acquisition, as the Sellers’ representative (the “Seller Representative”), and solely for the purposes of the Sections referenced in its signature, Vitamin Shoppe, Inc., a Delaware corporation (“Guarantor”). Purchaser,
LA HOLDCO LLC,LLC Interest Purchase Agreement • April 6th, 2012 • Delaware
LLC INTEREST PURCHASE AGREEMENT Dated as of November 17, 2005 by and among REDBOX AUTOMATED RETAIL, LLC, MCDONALD’S VENTURES, LLC and COINSTAR, INC.LLC Interest Purchase Agreement • November 18th, 2005 • Coinstar Inc • Services-personal services • Delaware
THIS LLC INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of November 17, 2005, is by and among Redbox Automated Retail, LLC, a Delaware limited liability company (“Redbox”), McDonald’s Ventures, LLC, a Delaware limited liability company (“Ventures”), and Coinstar, Inc., a Delaware corporation (“Coinstar”). Each of the foregoing parties is referred to herein individually as a “Party” and together as the “Parties.”
Dated as of August 24, 2012 by and among THE NAKED EDGE, LLC, and MISTER GOODY, INC.LLC Interest Purchase Agreement • August 27th, 2012 • Mister Goody, Inc. • Services-computer processing & data preparation • Florida
THIS LLC INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of August 24, 2012, is by and among The Naked Edge, LLC, a Colorado limited liability company (“Naked Edge”) and Mister Goody, Inc., a Florida corporation (“Mister Goody”). Each of the foregoing parties is referred to herein individually as a “Party” and together as the “Parties.”
ContractLLC Interest Purchase Agreement • March 29th, 2013 • Global Clean Energy Holdings, Inc. • Agricultural production-crops • Washington
This LLC Interest Purchase Agreement (this ‘‘Agreement’’) is entered into effective as of March 12, 2013 by and between Global Clean Energy Holdings, Inc., a Delaware corporation (“Purchaser”), Targeted Growth, Inc., a Washington corporation (“TGI”) and Green Earth Fuels, LLC, a Delaware limited liability company (“GEF”, and collectively with TGI, “Sellers”). Purchaser and Sellers are referred to collectively herein as the ‘‘Parties.’’
AMENDMENT NO. 2 TO LLC INTEREST PURCHASE AGREEMENTLLC Interest Purchase Agreement • March 14th, 2005 • Alfa Corp • Fire, marine & casualty insurance
THIS AMENDMENT NO. 2 TO LLC INTEREST PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of the 29th day of December, 2004, by and among ALFA CORPORATION, a Delaware corporation (“Buyer”). ALFA MERGER SUB, LLC, a Tennessee limited liability company (“Merger Sub”). JOHN CHARLES RUSSELL, an individual resident of the State of Tennessee (“John Russell”). CAROL LYNN RUSSELL, an individual resident of the State of Tennessee (“Carol Russell”). THE TRUSTS IDENTIFIED ON THE SIGNATURE PAGES HERETO (the “Seller Trusts”). THE COMMUNITY FOUNDATION OF MIDDLE TENNESSEE, INC., a Tennessee not-for-profit corporation (the “Foundation”) (John Russell, Carol Russell, the Seller Trusts and the Foundation are, collectively, “Sellers”), and THE VISION INSURANCE GROUP, LLC, a Tennessee limited liability company (“Vision”).
ContractLLC Interest Purchase Agreement • November 27th, 2009 • MGP Ingredients Inc • Grain mill products • Delaware
This LLC Interest Purchase Agreement (“Agreement”) is made as of November 20, 2009, by Illinois Corn Processing Holdings LLC, a Delaware limited liability company (“Buyer”), and MGP Ingredients, Inc., a Kansas corporation (“Seller”).
LLC INTEREST PURCHASE AGREEMENT by and among HOLLY CORPORATION, NAVAJO PIPELINE CO., L.P. as Seller, and HOLLY ENERGY PARTNERS – OPERATING, L.P. as Buyer Dated as of December 1, 2009LLC Interest Purchase Agreement • December 7th, 2009 • Holly Energy Partners Lp • Pipe lines (no natural gas)
THIS LLC INTEREST PURCHASE AGREEMENT (this “Agreement”) dated as of December 1, 2009, is made and entered into by and among Holly Corporation, a Delaware corporation (“Holly”), Navajo Pipeline Co., L.P., a Delaware limited partnership (“Navajo Pipeline” or, the “Seller”), and Holly Energy Partners – Operating, L.P., a Delaware limited partnership (the “Operating Partnership” or, the “Buyer”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
Dated as of May 9, 2005 Between ENOVIA CORP., SoftSRM, LLC, i2 TECHNOLOGIES US, INC. and i2 TECHNOLOGIES, INC.LLC Interest Purchase Agreement • August 9th, 2005 • I2 Technologies Inc • Services-prepackaged software • New York
This LLC Interest Purchase Agreement dated as of May 9, 2005 (as amended or otherwise modified, the “Agreement”) is between ENOVIA CORP., a Delaware corporation (the “Buyer”), SoftSRM, LLC, a Delaware limited liability company (the “Company”), i2 TECHNOLOGIES US, INC., a Nevada corporation (the “Seller”) and i2 TECHNOLOGIES, INC., a Delaware corporation (“Seller Parent”).
LLC INTEREST PURCHASE AGREEMENT (East Tanks/Lovington) among HOLLY CORPORATION and HOLLY REFINING & MARKETING — TULSA, LLC and LEA REFINING COMPANY as Sellers and HEP TULSA LLC and HEP REFINING, L.L.C. as Buyers Dated as of March 31, 2010LLC Interest Purchase Agreement • April 6th, 2010 • Holly Energy Partners Lp • Pipe lines (no natural gas)
THIS LLC INTEREST PURCHASE AGREEMENT (this “Agreement”) dated as of March 31, 2010, is made and entered into by and among Holly Corporation, a Delaware corporation (“Holly”), Holly Refining & Marketing — Tulsa, LLC, a Delaware limited liability company (“Holly Tulsa”), Lea Refining Company, a Delaware corporation (“Lea,” and together with Holly Tulsa, the “Sellers”), HEP Tulsa LLC, a Delaware limited liability company (“HEP Tulsa”), and HEP Refining, L.L.C., a Delaware limited liability company (“HEP Refining,” and together with HEP Tulsa, the “Buyers”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
ContractLLC Interest Purchase Agreement • May 5th, 2020 • Georgia
EX-10.1 2 ex10-1.htm LLC INTEREST PURCHASE AGREEMENT Exhibit 10.1 LLC INTERESTS PURCHASE AGREEMENT BY AND AMONG COLLEXIS HOLDINGS, INC., LAWRITER, INC., LAWRITER LLC, OSBA.COM LLC, AND INSTITUTE OF LEGAL PUBLISHING, INC. (f/k/a Lawriter Corporation) ET AL. Dated as of February 1, 2008 Page 1 LLC INTERESTS PURCHASE AGREEMENT THIS LLC INTERESTS PURCHASE AGREEMENT (this “Agreement”) is entered into as of February 1, 2008 (the “Effective Date”) by and among Collexis Holdings, Inc., a Nevada corporation (“Collexis”), Lawriter, Inc., a Nevada corporation and wholly-owned Subsidiary of Collexis (“Acquisition Sub” and, together with Collexis, “Buyer”), Lawriter LLC, an Ohio limited liability company (“Lawriter”), OSBA.COM LLC, an Ohio limited liability company (“OSBA”), and Institute of Legal Publishing, Inc. (f/k/a Lawriter Corporation), an Ohio corporation (“Lawcorp” and, collectively with OSBA, “Members” or “Sellers”). Buyer, Lawriter, and Sellers are referred to collectively herein as the
LLC INTEREST PURCHASE AGREEMENTLLC Interest Purchase Agreement • November 23rd, 2020
This Master Site Services Agreement (this “Agreement”), is entered into on November 2, 2015 and effective as of 12:00 a.m. Central Time (the “Effective Time”) on November 1, 2015 (the “Effective Date”) by and between the Parties set forth on Exhibit A.
DATED AS OF FEBRUARY 28, 2005 AMONG RENAISSANCE LEARNING, INC., GENERATION21 LEARNING SYSTEMS, LLC AND JOHN STEARNS RELATING TO ALL ISSUED AND OUTSTANDING LIMITED LIABILITY COMPANY INTERESTS OF GENERATION21 LEARNING SYSTEMS, LLCLLC Interest Purchase Agreement • March 4th, 2005 • Renaissance Learning Inc • Services-prepackaged software • Wisconsin
THIS LLC INTEREST PURCHASE AGREEMENT, dated as of February 28, 2005, is made among RENAISSANCE LEARNING, INC., a Wisconsin corporation (the “Seller”), JOHN STEARNS (the “Purchaser”), and GENERATION21 LEARNING SYSTEMS, LLC, a Wisconsin limited liability company (the “Company”).
ContractLLC Interest Purchase Agreement • April 16th, 2004 • Lotus Pacific Inc • Radiotelephone communications • Delaware
THIS LLC INTEREST PURCHASE AGREEMENT (this “Agreement”), entered into as of the 17`h day of April, 2003 by and between LOTUS PACIFIC, INC., a Delaware corporation, having offices at 18200 Von Karman Avenue Suite 730, Irvine, CA 92612 (the “Purchaser”), and CARMCO INVESTMENTS, LLC, a Connecticut limited liability company, having offices at 47 Cherry Gate Lane, Trumbull, CT 06611 (the “Seller”).
EXHIBIT INDEXLLC Interest Purchase Agreement • June 16th, 2017
AMENDED AND RESTATED LLC INTEREST PURCHASE AGREEMENTLLC Interest Purchase Agreement • October 29th, 2023 • British Columbia
NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
LLC INTEREST PURCHASE AGREEMENT by and among ZOO STORES, INC., MERCANTILA ACQUISITION, LLC, and INFOSPACE, INC. Dated as of June 10, 2011LLC Interest Purchase Agreement • June 28th, 2011 • Infospace Inc • Services-computer processing & data preparation • Washington
This LLC Interest Purchase Agreement (this “Agreement”) is made and entered into as of June 10, 2011, by and among Zoo Stores, Inc., a Delaware corporation (“Buyer”), Mercantila Acquisition, LLC, a Delaware limited liability company (the “Company”), and InfoSpace, Inc., a Delaware corporation and the sole member of the Company (“Parent”). Certain capitalized terms used herein are defined in Article IX below.
AMENDMENT NO. 3 TO LLC INTEREST PURCHASE AGREEMENTLLC Interest Purchase Agreement • March 8th, 2006 • Alfa Corp • Fire, marine & casualty insurance
THIS AMENDMENT NO. 3 TO LLC INTEREST PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of the 30th day of December, 2005, by and among ALFA CORPORATION, a Delaware corporation (“Buyer”), ALFA MERGER SUB, LLC, a Tennessee limited liability company (“Merger Sub”), JOHN CHARLES RUSSELL, an individual resident of the State of Tennessee (“John Russell”), CAROL LYNN RUSSELL, an individual resident of the State of Tennessee (“Carol Russell”), THE TRUSTS IDENTIFIED ON THE SIGNATURE PAGES HERETO (the “Seller Trusts”), THE COMMUNITY FOUNDATION OF MIDDLE TENNESSEE, INC., a Tennessee not-for-profit corporation (the “Foundation”) (John Russell, Carol Russell, the Seller Trusts and the Foundation are, collectively, “Sellers”), and THE VISION INSURANCE GROUP, LLC, a Tennessee limited liability company (“Vision”).
LLC INTEREST PURCHASE AGREEMENT by and among HOLLYFRONTIER WOODS CROSS REFINING LLC, as Seller, with HOLLYFRONTIER CORPORATION, as Guarantor, and HOLLY ENERGY PARTNERS – OPERATING, L.P., as Buyer, with HOLLY ENERGY PARTNERS, L.P., as Guarantor...LLC Interest Purchase Agreement • October 5th, 2016 • Holly Energy Partners Lp • Pipe lines (no natural gas)
THIS LLC INTEREST PURCHASE AGREEMENT (this “Agreement”) dated as of October 3, 2016 to be effective as of the Effective Time (as defined below), is made and entered into by and among HollyFrontier Woods Cross Refining LLC, a Delaware limited liability company (“Seller”), HollyFrontier Corporation, a Delaware corporation (“HFC”), Holly Energy Partners – Operating, L.P., a Delaware limited partnership (“Buyer”) and Holly Energy Partners, L.P., a Delaware limited partnership (the “Partnership”). Seller and Buyer are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” HFC joins this Agreement solely for the purpose of Articles VI and XI of this Agreement. The Partnership joins this Agreement solely for the purposes of Articles VII and XII of this Agreement.
ContractLLC Interest Purchase Agreement • September 7th, 2006 • Medcath Corp • Services-general medical & surgical hospitals, nec • Arizona
This LLC Interest Purchase Agreement (“Agreement”) is effective as of August 14, 2006, 2006 (“Effective Date”), by and among Carondelet Health Network (“Purchaser”), an Arizona non-profit corporation, Southern Arizona Heart, Inc. (“Seller”), a North Carolina corporation, and MedCath Incorporated (“Parent”), a North Carolina corporation.
LLC INTEREST PURCHASE AGREEMENT [El Dorado Osage LLC] by and among HOLLYFRONTIER REFINING & MARKETING LLC, as Seller, with HOLLYFRONTIER CORPORATION, as Guarantor HOLLY ENERGY PARTNERS – OPERATING, L.P., as Buyer and HOLLY ENERGY PARTNERS, L.P. Solely...LLC Interest Purchase Agreement • February 23rd, 2016 • Holly Energy Partners Lp • Pipe lines (no natural gas) • Delaware
THIS LLC INTEREST PURCHASE AGREEMENT (this “Agreement”) dated as of February 22, 2016 to be effective as of the Effective Time (as defined below), is made and entered into by and among HOLLYFRONTIER REFINING & MARKETING LLC, a Delaware limited liability company (“Seller”), HOLLYFRONTIER CORPORATION, a Delaware corporation (“HFC”), HOLLY ENERGY PARTNERS – OPERATING, L.P., a Delaware limited partnership (“Buyer”), HOLLY ENERGY PARTNERS, L.P., a Delaware limited partnership (the “Partnership”) and HEP LOGISTICS, L.P., a Delaware limited liability company (“HEP General Partner”). Seller and Buyer are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” HFC joins this Agreement solely for the purpose of Articles VI and XI of this Agreement. The Partnership and HEP General Partner join this Agreement solely in respect of Section 2.2(c).
by and among Albany Molecular Research, Inc., a Delaware corporation and Brian W. Mulhall and Alan Weiss, the members of Whitehouse Analytical Laboratories, LLC, a New Jersey limited liability company December 15, 2015LLC Interest Purchase Agreement • March 30th, 2016 • Albany Molecular Research Inc • Services-commercial physical & biological research • Delaware
THIS LLC INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of December 15, 2015, is entered into by and among Albany Molecular Research, Inc., a Delaware corporation (the “Buyer”), Brian W. Mulhall and Alan Weiss (each, individually, a “Seller” and together, the “Sellers”), the members of Whitehouse Analytical Laboratories, LLC, a New Jersey limited liability company (the “Company”), and Brian W. Mulhall, not individually, but solely in his capacity as the representative of the Sellers (the “Seller Representative”).
