Georgia Sample Purchase Agreement between Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, Van Kampen American Value Fund

• Category: Corporations - Public - Purchase
• State: Multi-State
• Control #: US-EG-9170
• Format: Word; Rich Text

Description

Purchase Agr. btwn Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, Van Kampen American Value Fund, et al. dated October 8, 1999. 15 pages. Georgia Sample Purchase Agreement between Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, Van Kampen American Value Fund This Georgia Sample Purchase Agreement sets forth the terms and conditions under which Cell Pathways, Inc. ("Seller") agrees to sell and MAS Funds Small Cap Value Portfolio ("Buyer") agrees to purchase shares as a part of the Van Kampen American Value Fund ("Fund"). This Agreement outlines the obligations of both parties and ensures a smooth transaction process for the sale of these shares. Key Terms and Conditions: 1. Parties: This agreement is entered into between Cell Pathways, Inc. as the Seller and MAS Funds Small Cap Value Portfolio as the Buyer, both parties being recognized under the laws of the state of Georgia. 2. Sale and Purchase: The Seller agrees to sell and the Buyer agrees to purchase a specific number of shares from the Van Kampen American Value Fund held by Cell Pathways, Inc. The purchase price will be determined based on the prevailing market value at the time of sale completion. 3. Representations and Warranties: Both parties represent and warrant that they have the necessary authority, power, and legal capacity to enter into this Agreement. They further ensure that the shares being sold are free from any liens, encumbrances, or claims. 4. Closing and Delivery: The closing of the sale will take place within a specified time frame, during which the Seller will deliver the shares to the Buyer. The transaction completion will be subject to the satisfaction of certain conditions, including the necessary regulatory approvals. 5. Purchase Price and Payment: The Buyer agrees to pay the purchase price to the Seller on the specified closing date, using a method agreed upon by both parties. The payment will be made in lawful currency and in accordance with the terms outlined in this Agreement. 6. Indemnification: Both parties agree to indemnify, defend, and hold each other harmless from any liabilities, claims, or damages arising out of the breach of this Agreement or any misrepresentation of facts by either party. 7. Governing Law and Jurisdiction: This Agreement will be governed by and construed in accordance with the laws of the state of Georgia. Any disputes arising from this Agreement will be subject to the exclusive jurisdiction of the state and federal courts located in Georgia. Types of Georgia Sample Purchase Agreements: 1. Georgia Sample Stock Purchase Agreement: This type of agreement is used when a buyer intends to purchase stocks from a seller, outlining the terms and conditions specific to stock transactions. 2. Georgia Sample Asset Purchase Agreement: A document used when a buyer wants to purchase specific assets of a business from the seller, excluding assuming any liabilities associated with the business. 3. Georgia Sample Business Purchase Agreement: This agreement is executed when a buyer intends to purchase an entire business entity, including its assets, liabilities, and goodwill. By incorporating relevant keywords such as "Georgia Sample Purchase Agreement," "Cell Pathways, Inc.," "MAS Funds Small Cap Value Portfolio," and "Van Kampen American Value Fund," this content provides a detailed description of the purchase agreement process and key terms involved in the transaction specific to the parties mentioned.

Georgia Sample Purchase Agreement between Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, Van Kampen American Value Fund This Georgia Sample Purchase Agreement sets forth the terms and conditions under which Cell Pathways, Inc. ("Seller") agrees to sell and MAS Funds Small Cap Value Portfolio ("Buyer") agrees to purchase shares as a part of the Van Kampen American Value Fund ("Fund"). This Agreement outlines the obligations of both parties and ensures a smooth transaction process for the sale of these shares. Key Terms and Conditions: 1. Parties: This agreement is entered into between Cell Pathways, Inc. as the Seller and MAS Funds Small Cap Value Portfolio as the Buyer, both parties being recognized under the laws of the state of Georgia. 2. Sale and Purchase: The Seller agrees to sell and the Buyer agrees to purchase a specific number of shares from the Van Kampen American Value Fund held by Cell Pathways, Inc. The purchase price will be determined based on the prevailing market value at the time of sale completion. 3. Representations and Warranties: Both parties represent and warrant that they have the necessary authority, power, and legal capacity to enter into this Agreement. They further ensure that the shares being sold are free from any liens, encumbrances, or claims. 4. Closing and Delivery: The closing of the sale will take place within a specified time frame, during which the Seller will deliver the shares to the Buyer. The transaction completion will be subject to the satisfaction of certain conditions, including the necessary regulatory approvals. 5. Purchase Price and Payment: The Buyer agrees to pay the purchase price to the Seller on the specified closing date, using a method agreed upon by both parties. The payment will be made in lawful currency and in accordance with the terms outlined in this Agreement. 6. Indemnification: Both parties agree to indemnify, defend, and hold each other harmless from any liabilities, claims, or damages arising out of the breach of this Agreement or any misrepresentation of facts by either party. 7. Governing Law and Jurisdiction: This Agreement will be governed by and construed in accordance with the laws of the state of Georgia. Any disputes arising from this Agreement will be subject to the exclusive jurisdiction of the state and federal courts located in Georgia. Types of Georgia Sample Purchase Agreements: 1. Georgia Sample Stock Purchase Agreement: This type of agreement is used when a buyer intends to purchase stocks from a seller, outlining the terms and conditions specific to stock transactions. 2. Georgia Sample Asset Purchase Agreement: A document used when a buyer wants to purchase specific assets of a business from the seller, excluding assuming any liabilities associated with the business. 3. Georgia Sample Business Purchase Agreement: This agreement is executed when a buyer intends to purchase an entire business entity, including its assets, liabilities, and goodwill. By incorporating relevant keywords such as "Georgia Sample Purchase Agreement," "Cell Pathways, Inc.," "MAS Funds Small Cap Value Portfolio," and "Van Kampen American Value Fund," this content provides a detailed description of the purchase agreement process and key terms involved in the transaction specific to the parties mentioned.