Alaska Sample Partnership Interest Purchase Agreement between Franklin Covey Company, Daytracker.com, et al

• Category: Corporations - Public - Purchase
• State: Multi-State
• Control #: US-EG-9054
• Format: Word; Rich Text

Description

Partnership Interest Purchase Agreement between Franklin Covey Company, Daytracker.Com, Scot Robinson and Michael Barlow dated December 8, 1999. 34 pages Alaska Sample Partnership Interest Purchase Agreement: 1. Overview: The Alaska Sample Partnership Interest Purchase Agreement is a legally binding document that outlines the terms and conditions for the purchase of partnership interests between Franklin Covey Company, Daytracker.com, and other involved parties. This agreement sets the foundation for the acquisition and transfer of partnership interests in compliance with Alaskan laws. 2. Parties Involved: The agreement involves various participating parties, primarily Franklin Covey Company (the "Buyer") and Daytracker.com (the "Seller"). Additional parties may be identified as per the specific agreement. 3. Acquisition Details: This section entails the specific details of the purchase, such as the number and percentage of partnership interests being acquired, the purchase price, and the payment terms. It also defines any assumptions or liabilities transferred in the acquisition process. 4. Representations and Warranties: The agreement includes a comprehensive section that outlines the representations and warranties provided by both the Buyer and the Seller. This ensures transparency and disclosure regarding the partnership's assets, liabilities, financial statements, contracts, and any legal or intellectual property issues. 5. Closing Conditions: This section covers the conditions that must be satisfied for the completion of the partnership interest purchase. It may include elements like obtaining necessary regulatory approvals, third-party consents, the accuracy of representations, and the absence of any material adverse changes. 6. Indemnification: This clause explains the indemnification provisions, defining the responsibilities of each party in case of any breaches, misrepresentations, or liabilities. It outlines the procedures for making claims and the limitations on recovering damages. 7. Governing Law and Dispute Resolution: The agreement specifies that Alaskan law governs the partnership interest purchase. It also outlines the procedures for dispute resolution, whether through arbitration, mediation, or litigation, and identifies the jurisdiction and venue for any legal proceedings. 8. Confidentiality and Non-Disclosure: This section ensures the confidentiality of sensitive information shared during the purchase process and post-acquisition. Both parties commit to protecting the trade secrets, business strategies, and other confidential information disclosed during negotiations. Different Types of Alaska Sample Partnership Interest Purchase Agreements: 1. Cross-Border Partnership Interest Purchase Agreement: This agreement type applies when the Buyer and Seller operate across Alaska's international borders, involving legal considerations unique to cross-border transactions. 2. Partial Partnership Interest Purchase Agreement: This type of agreement covers the acquisition of only a portion or percentage of partnership interests, rather than the complete transfer. 3. Joint Partnership Interest Purchase Agreement: In cases where multiple Buyers collaborate to purchase partnership interests from the Seller, a joint partnership interest purchase agreement is utilized. 4. Amendment to Partnership Interest Purchase Agreement: This agreement form is used when making changes or modifying the terms and conditions of an existing Alaska Sample Partnership Interest Purchase Agreement. Amendments are made to adapt to new circumstances or resolve issues that arise after the initial agreement. It is important to consult with legal professionals for the formulation and customization of any partnership interest purchase agreement to ensure compliance with Alaskan laws and specific transaction requirements.

Alaska Sample Partnership Interest Purchase Agreement: 1. Overview: The Alaska Sample Partnership Interest Purchase Agreement is a legally binding document that outlines the terms and conditions for the purchase of partnership interests between Franklin Covey Company, Daytracker.com, and other involved parties. This agreement sets the foundation for the acquisition and transfer of partnership interests in compliance with Alaskan laws. 2. Parties Involved: The agreement involves various participating parties, primarily Franklin Covey Company (the "Buyer") and Daytracker.com (the "Seller"). Additional parties may be identified as per the specific agreement. 3. Acquisition Details: This section entails the specific details of the purchase, such as the number and percentage of partnership interests being acquired, the purchase price, and the payment terms. It also defines any assumptions or liabilities transferred in the acquisition process. 4. Representations and Warranties: The agreement includes a comprehensive section that outlines the representations and warranties provided by both the Buyer and the Seller. This ensures transparency and disclosure regarding the partnership's assets, liabilities, financial statements, contracts, and any legal or intellectual property issues. 5. Closing Conditions: This section covers the conditions that must be satisfied for the completion of the partnership interest purchase. It may include elements like obtaining necessary regulatory approvals, third-party consents, the accuracy of representations, and the absence of any material adverse changes. 6. Indemnification: This clause explains the indemnification provisions, defining the responsibilities of each party in case of any breaches, misrepresentations, or liabilities. It outlines the procedures for making claims and the limitations on recovering damages. 7. Governing Law and Dispute Resolution: The agreement specifies that Alaskan law governs the partnership interest purchase. It also outlines the procedures for dispute resolution, whether through arbitration, mediation, or litigation, and identifies the jurisdiction and venue for any legal proceedings. 8. Confidentiality and Non-Disclosure: This section ensures the confidentiality of sensitive information shared during the purchase process and post-acquisition. Both parties commit to protecting the trade secrets, business strategies, and other confidential information disclosed during negotiations. Different Types of Alaska Sample Partnership Interest Purchase Agreements: 1. Cross-Border Partnership Interest Purchase Agreement: This agreement type applies when the Buyer and Seller operate across Alaska's international borders, involving legal considerations unique to cross-border transactions. 2. Partial Partnership Interest Purchase Agreement: This type of agreement covers the acquisition of only a portion or percentage of partnership interests, rather than the complete transfer. 3. Joint Partnership Interest Purchase Agreement: In cases where multiple Buyers collaborate to purchase partnership interests from the Seller, a joint partnership interest purchase agreement is utilized. 4. Amendment to Partnership Interest Purchase Agreement: This agreement form is used when making changes or modifying the terms and conditions of an existing Alaska Sample Partnership Interest Purchase Agreement. Amendments are made to adapt to new circumstances or resolve issues that arise after the initial agreement. It is important to consult with legal professionals for the formulation and customization of any partnership interest purchase agreement to ensure compliance with Alaskan laws and specific transaction requirements.