Colorado Sample Purchase Agreement between Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, Van Kampen American Value Fund: This Colorado Sample Purchase Agreement is entered into by and between Cell Pathways, Inc., a corporation existing under the laws of the state of Colorado ("Seller"), MAS Funds Small Cap Value Portfolio ("Buyer 1"), and Van Kampen American Value Fund ("Buyer 2"). 1. Agreement Overview: This Purchase Agreement outlines the terms and conditions governing the purchase of certain assets by the Buyers from the Seller. The assets include, but are not limited to, tangible and intangible property, real estate, equipment, contracts, and intellectual property. 2. Parties to the Agreement: a. Seller: Cell Pathways, Inc., a Colorado-based corporation engaged in [provide a brief description of Seller's business]. b. Buyer 1: MAS Funds Small Cap Value Portfolio, a legal entity acting as an investment fund specializing in small-cap stocks. c. Buyer 2: Van Kampen American Value Fund, another legal entity functioning as an investment fund focused on American value securities. 3. Asset Overview: The asset(s) being sold include [list the assets in detail, specifying any significant terms or exclusions]. The Seller represents that it has legal ownership and the authority to sell the assets. 4. Purchase Price and Payment Terms: a. The purchase price for the assets shall be [provide agreed-upon purchase price]. b. The Buyers shall pay the purchase price as follows: [specify payment terms, e.g., lump sum, installments, or any other agreed method]. 5. Closing and Delivery of Assets: a. The closing date for this transaction shall take place on [enter agreed closing date]. b. At closing, Seller shall deliver the assets, free and clear of any liens, encumbrances, or claims, to the Buyers. c. The Buyers shall have a specified period to inspect the assets upon delivery to ensure they conform to the agreement. 6. Representations and Warranties: Both Seller and Buyers shall provide certain representations and warranties regarding their authority, ownership, and other matters concerning the assets, as outlined in the agreement. 7. Indemnification and Liability: The agreement specifies the indemnification obligations of each party in case of breach of contract, infringement of intellectual property rights, or any losses incurred due to misrepresentations or warranties provided. 8. Governing Law and Jurisdiction: This agreement shall be governed by and construed in accordance with the laws of the state of Colorado. Any disputes arising from this agreement shall be resolved in the state or federal courts serving Colorado. 9. Entire Agreement and Amendments: The Colorado Sample Purchase Agreement constitutes the entire agreement between the parties and supersedes any prior negotiations, agreements, or understandings. Any amendments or modifications shall be in writing and duly executed by all parties. This description outlines a typical Colorado Sample Purchase Agreement between Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, and Van Kampen American Value Fund. Different types of Colorado Sample Purchase Agreements may exist based on the nature of assets, industries, and specific terms negotiated between the parties.
Colorado Sample Purchase Agreement between Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, Van Kampen American Value Fund
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