Illinois 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: Exploring the Illinois Sample Partnership Interest Purchase Agreement Introduction: In this article, we will delve into the Illinois Sample Partnership Interest Purchase Agreement, focusing specifically on the agreement entered into between Franklin Covey Company, Daytracker.com, and other parties involved. This analysis will provide a comprehensive understanding of the partnership interest purchase agreement and its various types available in Illinois. 1. Overview of the Illinois Sample Partnership Interest Purchase Agreement: The Illinois Sample Partnership Interest Purchase Agreement outlines the terms and conditions involved in the purchase of partnership interests between two or more entities. It establishes the rights, obligations, and expectations of the purchasing party (Franklin Covey Company) and the selling party (Daytracker.com) in a partnership transaction. 2. Key Elements of the Illinois Sample Partnership Interest Purchase Agreement: a. Purchase Price and Method of Payment: This section details the agreed-upon purchase price for the partnership interests and the payment method, whether it is made in cash, stocks, or any other form of consideration. b. Closing and Effective Date: The agreement specifies when the purchase shall be deemed effective, highlighting the closing date, after which the purchasing party assumes ownership of the partnership interest. c. Representations and Warranties: Both parties make representations and warranties regarding the accuracy of the information provided, the existence of any liabilities, and the legal validity of the partnership interests being purchased. d. Covenants and Restrictive Agreements: This section covers any post-closing covenants or restrictions imposed on the parties, such as non-compete agreements, confidentiality clauses, or non-solicitation agreements. e. Indemnification: The agreement outlines the parties' responsibilities for indemnifying each other against any losses, damages, or liabilities arising from the partnership interest purchase. f. Governing Law and Jurisdiction: This clause determines that the agreement will be governed by the laws of the state of Illinois and designates a specific jurisdiction for any disputes that may arise. 3. Types of Illinois Sample Partnership Interest Purchase Agreements: a. Cross-Purchase Agreement: In this type of agreement, individual partners purchase the partnership interests of other partners using their personal funds. It allows for a smooth transition of ownership between partners. b. Entity Purchase Agreement: This agreement enables the business entity itself to buy back partnership interests from partners, usually using profits or capital reserves. The entity becomes the sole owner of the partnership interests. c. Hybrid Agreement: This agreement combines elements of both cross-purchase and entity purchase agreements. It provides flexibility to partners by allowing them to choose whether the entity or individual partners will purchase the partnership interests. Conclusion: The Illinois Sample Partnership Interest Purchase Agreement is a significant legal document that establishes the terms and conditions for the purchase of partnership interests. Whether using the cross-purchase, entity purchase, or hybrid agreement, it is crucial for all involved parties to carefully review and comprehend the agreement's provisions. Consulting legal professionals with expertise in partnership law is always advised to ensure compliance with Illinois state regulations.

Title: Exploring the Illinois Sample Partnership Interest Purchase Agreement Introduction: In this article, we will delve into the Illinois Sample Partnership Interest Purchase Agreement, focusing specifically on the agreement entered into between Franklin Covey Company, Daytracker.com, and other parties involved. This analysis will provide a comprehensive understanding of the partnership interest purchase agreement and its various types available in Illinois. 1. Overview of the Illinois Sample Partnership Interest Purchase Agreement: The Illinois Sample Partnership Interest Purchase Agreement outlines the terms and conditions involved in the purchase of partnership interests between two or more entities. It establishes the rights, obligations, and expectations of the purchasing party (Franklin Covey Company) and the selling party (Daytracker.com) in a partnership transaction. 2. Key Elements of the Illinois Sample Partnership Interest Purchase Agreement: a. Purchase Price and Method of Payment: This section details the agreed-upon purchase price for the partnership interests and the payment method, whether it is made in cash, stocks, or any other form of consideration. b. Closing and Effective Date: The agreement specifies when the purchase shall be deemed effective, highlighting the closing date, after which the purchasing party assumes ownership of the partnership interest. c. Representations and Warranties: Both parties make representations and warranties regarding the accuracy of the information provided, the existence of any liabilities, and the legal validity of the partnership interests being purchased. d. Covenants and Restrictive Agreements: This section covers any post-closing covenants or restrictions imposed on the parties, such as non-compete agreements, confidentiality clauses, or non-solicitation agreements. e. Indemnification: The agreement outlines the parties' responsibilities for indemnifying each other against any losses, damages, or liabilities arising from the partnership interest purchase. f. Governing Law and Jurisdiction: This clause determines that the agreement will be governed by the laws of the state of Illinois and designates a specific jurisdiction for any disputes that may arise. 3. Types of Illinois Sample Partnership Interest Purchase Agreements: a. Cross-Purchase Agreement: In this type of agreement, individual partners purchase the partnership interests of other partners using their personal funds. It allows for a smooth transition of ownership between partners. b. Entity Purchase Agreement: This agreement enables the business entity itself to buy back partnership interests from partners, usually using profits or capital reserves. The entity becomes the sole owner of the partnership interests. c. Hybrid Agreement: This agreement combines elements of both cross-purchase and entity purchase agreements. It provides flexibility to partners by allowing them to choose whether the entity or individual partners will purchase the partnership interests. Conclusion: The Illinois Sample Partnership Interest Purchase Agreement is a significant legal document that establishes the terms and conditions for the purchase of partnership interests. Whether using the cross-purchase, entity purchase, or hybrid agreement, it is crucial for all involved parties to carefully review and comprehend the agreement's provisions. Consulting legal professionals with expertise in partnership law is always advised to ensure compliance with Illinois state regulations.