Maryland Sample Purchase Agreement between Organichem Corporation and Albany Molecular Research, Inc.

• Category: Corporations - Public - Purchase
• State: Multi-State
• Control #: US-EG-9393
• Format: Word; Rich Text

Description

Debenture Purchase Agreement between Organichem Corporation and Albany Molecular Research, Inc. regarding the sale and purchase of convertible subordinated debentures dated December 21, 1999. 19 pages. Maryland Sample Purchase Agreement between Organic hem Corporation and Albany Molecular Research, Inc. This Maryland Sample Purchase Agreement (the "Agreement") is entered into between Organic hem Corporation ("Seller") and Albany Molecular Research, Inc. ("Buyer"), both referred to as the "Parties," effective as of [date]. 1. Definitions: This section provides the key definitions for the terms used throughout the Agreement, such as "Products," "Purchase Price," "Delivery," etc., ensuring clarity and mutual understanding between the Parties. 2. Purchase and Sale of Products: Seller agrees to sell and Buyer agrees to purchase the Products as specified in Exhibit A, attached hereto and incorporated by reference. Exhibit A details the specific products, quantities, prices, delivery dates, and any other relevant information agreed upon by the Parties. 3. Purchase Price and Payment Terms: This section outlines the agreed-upon purchase price for the Products and the payment terms, including any required down payment, installment options, and applicable taxes or fees. It also establishes the currency in which the payments will be made. 4. Delivery and Acceptance: Seller is responsible for packaging, labeling, and arranging the transportation of the Products to the delivery location specified in Exhibit A. Buyer agrees to receive and inspect the Products upon delivery and notify Seller promptly in case of any discrepancies or non-conformance. 5. Title and Risk of Loss: This clause defines the transfer of title and risk of loss from Seller to Buyer during the transportation and delivery process. It includes provisions regarding insurance, claims, and indemnification obligations in case of loss or damage. 6. Representations and Warranties: Both Seller and Buyer provide certain representations and warranties, such as having the authority to enter into this Agreement and that the Products comply with applicable laws and regulations. This section also covers the limitation of liability and indemnification provisions. 7. Confidentiality: This clause emphasizes the confidential nature of the Agreement and any associated information or documents exchanged between the Parties. It establishes obligations for non-disclosure and limits access to authorized personnel. 8. Termination: This section outlines the circumstances under which either Party may terminate the Agreement, such as material breach, insolvency, or force majeure events. It also covers the rights and obligations of the Parties upon termination. 9. Governing Law and Jurisdiction: The Parties agree that this Agreement will be governed by and construed in accordance with the laws of the state of Maryland. Any disputes arising from the Agreement will be subject to the exclusive jurisdiction of the state or federal courts located within Maryland. 10. Entire Agreement: This section confirms that the Agreement constitutes the entire understanding between Seller and Buyer and supersedes any prior agreements, whether written or verbal, relating to the subject contained herein. 11. Amendment and Waiver: Any amendments or modifications to the Agreement must be in writing and signed by both Parties. The failure to enforce any provision of the Agreement does not constitute a waiver of that provision or any other rights. Different Types of Maryland Sample Purchase Agreements between Organic hem Corporation and Albany Molecular Research, Inc.: 1. Maryland Sample Purchase Agreement for Chemical Compounds: Specifically tailored to the purchase and sale of chemical compounds developed or supplied by Organic hem Corporation to Albany Molecular Research, Inc. 2. Maryland Sample Purchase Agreement for Laboratory Equipment: This type of agreement focuses on the purchase and sale of laboratory equipment, such as machinery, instruments, or devices required by Albany Molecular Research, Inc., and supplied by Organic hem Corporation. 3. Maryland Sample Purchase Agreement for Research and Development Services: This specific agreement covers the purchase of research and development services provided by Organic hem Corporation to Albany Molecular Research, Inc., involving collaboration on new projects, product development, or testing services. Please note that the examples provided are hypothetical and intended to illustrate the potential variations of Maryland Sample Purchase Agreements between Organic hem Corporation and Albany Molecular Research, Inc. The actual content and specific terms may vary depending on the nature of the transaction and the agreement reached by the Parties.

Maryland Sample Purchase Agreement between Organic hem Corporation and Albany Molecular Research, Inc. This Maryland Sample Purchase Agreement (the "Agreement") is entered into between Organic hem Corporation ("Seller") and Albany Molecular Research, Inc. ("Buyer"), both referred to as the "Parties," effective as of [date]. 1. Definitions: This section provides the key definitions for the terms used throughout the Agreement, such as "Products," "Purchase Price," "Delivery," etc., ensuring clarity and mutual understanding between the Parties. 2. Purchase and Sale of Products: Seller agrees to sell and Buyer agrees to purchase the Products as specified in Exhibit A, attached hereto and incorporated by reference. Exhibit A details the specific products, quantities, prices, delivery dates, and any other relevant information agreed upon by the Parties. 3. Purchase Price and Payment Terms: This section outlines the agreed-upon purchase price for the Products and the payment terms, including any required down payment, installment options, and applicable taxes or fees. It also establishes the currency in which the payments will be made. 4. Delivery and Acceptance: Seller is responsible for packaging, labeling, and arranging the transportation of the Products to the delivery location specified in Exhibit A. Buyer agrees to receive and inspect the Products upon delivery and notify Seller promptly in case of any discrepancies or non-conformance. 5. Title and Risk of Loss: This clause defines the transfer of title and risk of loss from Seller to Buyer during the transportation and delivery process. It includes provisions regarding insurance, claims, and indemnification obligations in case of loss or damage. 6. Representations and Warranties: Both Seller and Buyer provide certain representations and warranties, such as having the authority to enter into this Agreement and that the Products comply with applicable laws and regulations. This section also covers the limitation of liability and indemnification provisions. 7. Confidentiality: This clause emphasizes the confidential nature of the Agreement and any associated information or documents exchanged between the Parties. It establishes obligations for non-disclosure and limits access to authorized personnel. 8. Termination: This section outlines the circumstances under which either Party may terminate the Agreement, such as material breach, insolvency, or force majeure events. It also covers the rights and obligations of the Parties upon termination. 9. Governing Law and Jurisdiction: The Parties agree that this Agreement will be governed by and construed in accordance with the laws of the state of Maryland. Any disputes arising from the Agreement will be subject to the exclusive jurisdiction of the state or federal courts located within Maryland. 10. Entire Agreement: This section confirms that the Agreement constitutes the entire understanding between Seller and Buyer and supersedes any prior agreements, whether written or verbal, relating to the subject contained herein. 11. Amendment and Waiver: Any amendments or modifications to the Agreement must be in writing and signed by both Parties. The failure to enforce any provision of the Agreement does not constitute a waiver of that provision or any other rights. Different Types of Maryland Sample Purchase Agreements between Organic hem Corporation and Albany Molecular Research, Inc.: 1. Maryland Sample Purchase Agreement for Chemical Compounds: Specifically tailored to the purchase and sale of chemical compounds developed or supplied by Organic hem Corporation to Albany Molecular Research, Inc. 2. Maryland Sample Purchase Agreement for Laboratory Equipment: This type of agreement focuses on the purchase and sale of laboratory equipment, such as machinery, instruments, or devices required by Albany Molecular Research, Inc., and supplied by Organic hem Corporation. 3. Maryland Sample Purchase Agreement for Research and Development Services: This specific agreement covers the purchase of research and development services provided by Organic hem Corporation to Albany Molecular Research, Inc., involving collaboration on new projects, product development, or testing services. Please note that the examples provided are hypothetical and intended to illustrate the potential variations of Maryland Sample Purchase Agreements between Organic hem Corporation and Albany Molecular Research, Inc. The actual content and specific terms may vary depending on the nature of the transaction and the agreement reached by the Parties.