Securities Purchase Agreement between Simula, Inc., certain subsidiaries of Simula, Inc. and Levine Leichtman Capital Partners II, LP regarding the sale and issuance of secured senior notes dated December 31, 1999. 108 pages.
Connecticut Sample Purchase Agreement between Similar, Inc., and its subsidiaries and Levine Eastman Capital Partners II, LP regarding the sale and issuance of secured senior notes: This Purchase Agreement (the "Agreement") is entered into on [insert date] between Similar, Inc., a [insert state of incorporation] corporation ("Similar"), and its subsidiaries ("Subsidiaries"), collectively referred to as the "Company," and Levine Eastman Capital Partners II, LP, a limited partnership organized and existing under the laws of [insert state of organization] ("LACP II" or the "Investor"). 1. Introduction: This Agreement outlines the terms and conditions under which Similar and its Subsidiaries agree to sell and issue secured senior notes (the "Notes") to LACP II. The Notes will be issued pursuant to a Securities Purchase Agreement executed simultaneously herewith. 2. Sale and Issuance of the Notes: Similar and its Subsidiaries shall offer to sell and LACP II shall purchase the Notes as described in this Agreement. The Notes shall be secured by [insert details of the security]. The terms, interest rates, maturity dates, and other provisions of the Notes shall be specified in an attached exhibit or a separate indenture. 3. Purchase Price: The purchase price for the Notes shall be [insert amount] payable by LACP II in cash or other agreed-upon consideration as specified under separate agreement. 4. Closing Date and Conditions: The closing of the sale and issuance of the Notes shall occur on [insert closing date]. The obligations of the parties are subject to the satisfaction of customary closing conditions, including regulatory approvals, if required. 5. Representations and Warranties: Both parties shall provide customary representations and warranties regarding their authority, ownership, financial statements, absence of litigation, and compliance with laws and regulations, among others. LACP II may further request specific representations and warranties regarding the Company's Subsidiaries. 6. Confidentiality and Non-Disclosure: Both parties agree to maintain the confidentiality of all non-public information obtained during the negotiation and execution of this Agreement. 7. Governing Law and Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of the state of Connecticut. All disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in Connecticut. Different types of Connecticut Sample Purchase Agreement between Similar, Inc., and its subsidiaries and Levine Eastman Capital Partners II, LP regarding the sale and issuance of secured senior notes can include variations addressing specific terms, conditions, or additional provisions. Examples could include: — Series A PurchasAgreementen— - Convertible Notes Purchase Agreement — Preferred Notes PurchasAgreementen— - Revolving Senior Notes Purchase Agreement Each agreement may have different terms depending on the specific details negotiated between Similar, Inc., its Subsidiaries, and Levine Eastman Capital Partners II, LP.
Connecticut Sample Purchase Agreement between Similar, Inc., and its subsidiaries and Levine Eastman Capital Partners II, LP regarding the sale and issuance of secured senior notes: This Purchase Agreement (the "Agreement") is entered into on [insert date] between Similar, Inc., a [insert state of incorporation] corporation ("Similar"), and its subsidiaries ("Subsidiaries"), collectively referred to as the "Company," and Levine Eastman Capital Partners II, LP, a limited partnership organized and existing under the laws of [insert state of organization] ("LACP II" or the "Investor"). 1. Introduction: This Agreement outlines the terms and conditions under which Similar and its Subsidiaries agree to sell and issue secured senior notes (the "Notes") to LACP II. The Notes will be issued pursuant to a Securities Purchase Agreement executed simultaneously herewith. 2. Sale and Issuance of the Notes: Similar and its Subsidiaries shall offer to sell and LACP II shall purchase the Notes as described in this Agreement. The Notes shall be secured by [insert details of the security]. The terms, interest rates, maturity dates, and other provisions of the Notes shall be specified in an attached exhibit or a separate indenture. 3. Purchase Price: The purchase price for the Notes shall be [insert amount] payable by LACP II in cash or other agreed-upon consideration as specified under separate agreement. 4. Closing Date and Conditions: The closing of the sale and issuance of the Notes shall occur on [insert closing date]. The obligations of the parties are subject to the satisfaction of customary closing conditions, including regulatory approvals, if required. 5. Representations and Warranties: Both parties shall provide customary representations and warranties regarding their authority, ownership, financial statements, absence of litigation, and compliance with laws and regulations, among others. LACP II may further request specific representations and warranties regarding the Company's Subsidiaries. 6. Confidentiality and Non-Disclosure: Both parties agree to maintain the confidentiality of all non-public information obtained during the negotiation and execution of this Agreement. 7. Governing Law and Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of the state of Connecticut. All disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in Connecticut. Different types of Connecticut Sample Purchase Agreement between Similar, Inc., and its subsidiaries and Levine Eastman Capital Partners II, LP regarding the sale and issuance of secured senior notes can include variations addressing specific terms, conditions, or additional provisions. Examples could include: — Series A PurchasAgreementen— - Convertible Notes Purchase Agreement — Preferred Notes PurchasAgreementen— - Revolving Senior Notes Purchase Agreement Each agreement may have different terms depending on the specific details negotiated between Similar, Inc., its Subsidiaries, and Levine Eastman Capital Partners II, LP.