Plan of Reorganization and Asset Purchase Agreement Sample Contracts

Standard Contracts

R E C I T A L S
Plan of Reorganization and Asset Purchase Agreement • October 2nd, 2003 • Xsunx Inc • Blank checks • California
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RECITALS
Plan of Reorganization and Asset Purchase Agreement • July 23rd, 1999 • Zeros & Ones Inc • Blank checks • California
PLAN OF REORGANIZATION AND ASSET PURCHASE AGREEMENT
Plan of Reorganization and Asset Purchase Agreement • February 6th, 2013 • Petron Energy II, Inc. • Crude petroleum & natural gas • Texas

THIS PLAN OF REORGANIZATION AND ASSET PURCHASE AGREEMENT (the “Agreement”) is made as and effective as of the 9th day of February, 2012, except as otherwise specifically provided below in connection with the Asset Right and Liability Transfer (the “Effective Date”), by and between Petron Energy II, Inc., (formerly Restaurant Concepts of America Inc.), a Nevada corporation (the “Buyer”) and ONE Energy International Corp., a Nevada corporation (“OEI”), ONE Energy Capital Corp., a Nevada corporation (“OEC”), OEI V1 Corp., a Texas corporation (“OEI V1”), OEC Asset No. 5 Corp., a Texas corporation (“OEC No. 5”), OEC Asset 1 Corp., a Texas corporation (“OEC 1”), ONE Blocker Corp., a Texas corporation (“ONE Blocker”), (collectively, OEI, OEC, OEI V1, OEC No. 5, OEC 1, and ONE Blocker, “Sellers”). The Buyer and the Sellers are sometimes referred to collectively herein as the “Parties” and individually as a “Party.”

THERAPEUTICS
Plan of Reorganization and Asset Purchase Agreement • June 25th, 2021

On May 20, 2021, Allarity Therapeutics, Inc. (“Allarity Delaware”), a Delaware corporation and a direct and wholly owned subsidiary of Allarity Therapeutics A/S. (“Allarity A/S”), on behalf of itself and Allarity Acquisition Subsidiary, Inc. (“Acquisition Sub”), a wholly owned subsidiary of Allarity Delaware, entered into a Plan of Reorganization and Asset Purchase Agreement, which was subsequently Amended and Restated on September 23, 2021 (as it may be amended from time to time, the “Reorganization Agreement”) with Allarity A/S. If the Reorganization Agreement and the transactions contemplated thereby are approved by Allarity A/S’s shareholders, Allarity Delaware will capitalize the Acquisition Sub with shares of Allarity Delaware common stock (the “Delaware Common Stock) in exchange for the common stock of the Acquisition Sub and Acquisition Sub will acquire substantially all of the assets and assume substantially all of the liabilities of Allarity A/S in exchange for the Delaware C

PLAN OF REORGANIZATION AND ASSET PURCHASE AGREEMENT BY AND BETWEEN TRUSTWAVE HOLDINGS, INC. AND BITARMOR SYSTEMS INC. January 6, 2010
Plan of Reorganization and Asset Purchase Agreement • April 21st, 2011 • Trustwave Holdings, Inc. • Illinois

This ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December __, 2009, by and among TrustWave Holdings, Inc., a Delaware corporation (“Purchaser”), and BitArmor Systems Inc., a Delaware corporation (“Seller”). Capitalized terms used in this Agreement are referenced in the attached Exhibit A.

AMENDED AND RESTATED PLAN OF REORGANIZATION AND ASSET PURCHASE AGREEMENT By and Among Allarity Therapeutics, Inc. a Delaware corporation Allarity Acquisition Subsidiary a Delaware Corporation and Allarity Therapeutics A/S an Aktieselskab organized...
Plan of Reorganization and Asset Purchase Agreement • December 6th, 2021 • Allarity Therapeutics, Inc. • Pharmaceutical preparations • Delaware

This Amended and Restated Plan of Reorganization and Asset Purchase Agreement (this “Agreement”), was entered into as of May 20, 2021, and is hereby entered into as of September 23, 2021, by and among Allarity Therapeutics A/S, an Aktieselskab organized under the laws of Denmark (the “Company”), Allarity Therapeutics, Inc., a Delaware corporation (“Parent”), and Allarity Acquisition Subsidiary, a Delaware corporation to be organized under the laws of Delaware and a wholly-owned Subsidiary of Parent (“Acquisition Sub”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 8.01 hereof.

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