Alabama 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 Title: Alabama Sample Partnership Interest Purchase Agreement: Comprehensive Guide Introduction: The Alabama Sample Partnership Interest Purchase Agreement serves as a legally binding document that outlines the terms and conditions for buying or selling partnership interests between parties. This agreement is specifically crafted for transactions occurring in Alabama. This detailed description will provide insights into the fundamental components, key provisions, and different types of Alabama Sample Partnership Interest Purchase Agreements involving Franklin Covey Company, Daytracker.com, and other entities. 1. Background: The agreement begins by providing a comprehensive introduction to the entities involved, such as Franklin Covey Company and Daytracker.com. It outlines the nature of their partnership, including their business activities, ownership structure, and any existing agreements. 2. Purchase of Partnership Interests: This section elaborates on the details of the purchase transaction, including the identification of the selling partner and the buyer. It stipulates the terms and conditions for transferring partnership interests, such as the purchase price, payment methods, and the closing date of the transaction. 3. Representations and Warranties: Parties involved in the agreement must represent and warrant the accuracy of the provided information, financial statements, and their authority to enter into the agreement. This section ensures that both parties have disclosed all relevant details pertaining to the partnership interests being purchased. 4. Closing Conditions: This segment defines the conditions that must be fulfilled before the completion of the purchase, such as obtaining necessary regulatory approvals, consents, or clearances. It also covers the procedure for amending or terminating the agreement if these conditions are not met. 5. Indemnification: Partners involved may agree to indemnify each other for any damages, liabilities, or losses arising from violations of the agreement by either party. This section outlines the scope of indemnification, the process for submitting claims, and the limitations regarding the amount and duration of indemnity. 6. Governing Law and Jurisdiction: The agreement specifies that any disputes arising from the agreement will be governed by Alabama state laws and will be resolved exclusively in Alabama courts. This helps ensure a unified legal framework and jurisdiction for potential disputes. 7. Confidentiality and Non-Disclosure: Parties involved in the agreement commit to maintaining the confidentiality of sensitive information shared during the partnership sale process. This provision guards against the unauthorized sharing of trade secrets, proprietary information, or any other confidential data. Types of Alabama Sample Partnership Interest Purchase Agreements: 1. Standard Alabama Sample Partnership Interest Purchase Agreement: A comprehensive agreement involving Franklin Covey Company, Daytracker.com, and other parties, covering all essential aspects mentioned above. 2. Amended and Restated Alabama Sample Partnership Interest Purchase Agreement: This type of agreement is used to modify or update certain terms of the original partnership interest purchase agreement while keeping the agreement's existing provisions intact. 3. Alabama Sample Partnership Interest Purchase Agreement for Investments: This variant focuses on investment-related details, outlining specific clauses regarding capital contributions, profit distribution, and the treatment of investment funds. 4. Alabama Sample Partnership Interest Purchase Agreement with Earn out Provision: This type includes a Darn out clause, which allows the buyer to pay additional compensation based on the partnership's future performance after the acquisition. Conclusion: The Alabama Sample Partnership Interest Purchase Agreement, particularly in its listed types, provides a clear framework for buying and selling partnership interests in Alabama. By highlighting essential sections, obligations, and possible variations, this comprehensive guide enhances understanding and ensures that parties are well-informed when engaging in partnership interest purchase transactions.

Title: Alabama Sample Partnership Interest Purchase Agreement: Comprehensive Guide Introduction: The Alabama Sample Partnership Interest Purchase Agreement serves as a legally binding document that outlines the terms and conditions for buying or selling partnership interests between parties. This agreement is specifically crafted for transactions occurring in Alabama. This detailed description will provide insights into the fundamental components, key provisions, and different types of Alabama Sample Partnership Interest Purchase Agreements involving Franklin Covey Company, Daytracker.com, and other entities. 1. Background: The agreement begins by providing a comprehensive introduction to the entities involved, such as Franklin Covey Company and Daytracker.com. It outlines the nature of their partnership, including their business activities, ownership structure, and any existing agreements. 2. Purchase of Partnership Interests: This section elaborates on the details of the purchase transaction, including the identification of the selling partner and the buyer. It stipulates the terms and conditions for transferring partnership interests, such as the purchase price, payment methods, and the closing date of the transaction. 3. Representations and Warranties: Parties involved in the agreement must represent and warrant the accuracy of the provided information, financial statements, and their authority to enter into the agreement. This section ensures that both parties have disclosed all relevant details pertaining to the partnership interests being purchased. 4. Closing Conditions: This segment defines the conditions that must be fulfilled before the completion of the purchase, such as obtaining necessary regulatory approvals, consents, or clearances. It also covers the procedure for amending or terminating the agreement if these conditions are not met. 5. Indemnification: Partners involved may agree to indemnify each other for any damages, liabilities, or losses arising from violations of the agreement by either party. This section outlines the scope of indemnification, the process for submitting claims, and the limitations regarding the amount and duration of indemnity. 6. Governing Law and Jurisdiction: The agreement specifies that any disputes arising from the agreement will be governed by Alabama state laws and will be resolved exclusively in Alabama courts. This helps ensure a unified legal framework and jurisdiction for potential disputes. 7. Confidentiality and Non-Disclosure: Parties involved in the agreement commit to maintaining the confidentiality of sensitive information shared during the partnership sale process. This provision guards against the unauthorized sharing of trade secrets, proprietary information, or any other confidential data. Types of Alabama Sample Partnership Interest Purchase Agreements: 1. Standard Alabama Sample Partnership Interest Purchase Agreement: A comprehensive agreement involving Franklin Covey Company, Daytracker.com, and other parties, covering all essential aspects mentioned above. 2. Amended and Restated Alabama Sample Partnership Interest Purchase Agreement: This type of agreement is used to modify or update certain terms of the original partnership interest purchase agreement while keeping the agreement's existing provisions intact. 3. Alabama Sample Partnership Interest Purchase Agreement for Investments: This variant focuses on investment-related details, outlining specific clauses regarding capital contributions, profit distribution, and the treatment of investment funds. 4. Alabama Sample Partnership Interest Purchase Agreement with Earn out Provision: This type includes a Darn out clause, which allows the buyer to pay additional compensation based on the partnership's future performance after the acquisition. Conclusion: The Alabama Sample Partnership Interest Purchase Agreement, particularly in its listed types, provides a clear framework for buying and selling partnership interests in Alabama. By highlighting essential sections, obligations, and possible variations, this comprehensive guide enhances understanding and ensures that parties are well-informed when engaging in partnership interest purchase transactions.