Minnesota Sample Purchase Agreement between Tesoro Petroleum Corp., Tesoro Gas Resources Company, Inc. and EEX Operating, LLC regarding sale of all shares of capital stock

• Category: Corporations - Public - Purchase
• State: Multi-State
• Control #: US-EG-9210
• Format: Word; Rich Text

Description

Purchase Agreement between Tesoro Petroleum Corporation, Tesoro Gas Resources Company, Inc. and EEX Operating, LLC regarding the sale of all shares of capital stock Tesoro Petroleum Corporation and Tesoro Gas Resources Company, Inc. to EEX Operating, MINNESOTA SAMPLE PURCHASE AGREEMENT This Minnesota Sample Purchase Agreement is made between Resort Petroleum Corp., Resort Gas Resources Company, Inc., and EX Operating, LLC, relating to the sale of all shares of capital stock. The Agreement specifies the terms and conditions under which the shares will be transferred from the sellers to the buyer. Key Terms and Conditions: 1. Parties: The Agreement is entered into between Resort Petroleum Corp. (Seller 1), Resort Gas Resources Company, Inc. (Seller 2), and EX Operating, LLC (Buyer). 2. Sale of Shares: Seller 1 and Seller 2 agree to sell and transfer to the Buyer all their issued and outstanding shares of capital stock in accordance with the terms of this Agreement. 3. Purchase Price: The Buyer shall pay the total purchase price for the shares as agreed by the parties. The payment shall be made according to the specified terms and in consideration for the transferred shares. 4. Representations and Warranties: The Sellers represent and warrant that they have full authority to sell the shares and that the shares are free from any encumbrances, except as otherwise specified in this Agreement. 5. Closing: The closing of the sale and transfer of the shares shall take place on a mutually agreed-upon date and at a mutually agreed-upon location. The Buyer shall assume all rights and obligations of the Sellers related to the shares upon closing. 6. Indemnification: The Sellers shall indemnify and hold the Buyer harmless from any claims, liabilities, or losses arising out of or in connection with the sale of the shares, except for those resulting from the Buyer's breach of this Agreement. 7. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. Additional Types of Minnesota Sample Purchase Agreements: 1. Asset Purchase Agreement: This Agreement may be used when the sale involves the transfer of specific assets instead of all shares of capital stock. 2. Shareholder Agreement: This Agreement sets forth the rights and obligations of shareholders and may be used in conjunction with the purchase agreement to address matters such as management, voting rights, and shareholder disputes. 3. Stock Purchase Agreement: This Agreement is specifically focused on the sale of shares of capital stock, but with different terms and conditions tailored to suit the unique circumstances of the transaction. 4. Merger Agreement: In cases where there is a merger between the buyer and the sellers, this Agreement outlines the terms and conditions governing the entire merger process. These additional types of agreements may be required depending on the specific nature of the transaction and the intentions of the parties involved. It is advisable to consult legal professionals to ensure compliance with applicable laws and to customize the agreements to suit individual circumstances.

MINNESOTA SAMPLE PURCHASE AGREEMENT This Minnesota Sample Purchase Agreement is made between Resort Petroleum Corp., Resort Gas Resources Company, Inc., and EX Operating, LLC, relating to the sale of all shares of capital stock. The Agreement specifies the terms and conditions under which the shares will be transferred from the sellers to the buyer. Key Terms and Conditions: 1. Parties: The Agreement is entered into between Resort Petroleum Corp. (Seller 1), Resort Gas Resources Company, Inc. (Seller 2), and EX Operating, LLC (Buyer). 2. Sale of Shares: Seller 1 and Seller 2 agree to sell and transfer to the Buyer all their issued and outstanding shares of capital stock in accordance with the terms of this Agreement. 3. Purchase Price: The Buyer shall pay the total purchase price for the shares as agreed by the parties. The payment shall be made according to the specified terms and in consideration for the transferred shares. 4. Representations and Warranties: The Sellers represent and warrant that they have full authority to sell the shares and that the shares are free from any encumbrances, except as otherwise specified in this Agreement. 5. Closing: The closing of the sale and transfer of the shares shall take place on a mutually agreed-upon date and at a mutually agreed-upon location. The Buyer shall assume all rights and obligations of the Sellers related to the shares upon closing. 6. Indemnification: The Sellers shall indemnify and hold the Buyer harmless from any claims, liabilities, or losses arising out of or in connection with the sale of the shares, except for those resulting from the Buyer's breach of this Agreement. 7. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. Additional Types of Minnesota Sample Purchase Agreements: 1. Asset Purchase Agreement: This Agreement may be used when the sale involves the transfer of specific assets instead of all shares of capital stock. 2. Shareholder Agreement: This Agreement sets forth the rights and obligations of shareholders and may be used in conjunction with the purchase agreement to address matters such as management, voting rights, and shareholder disputes. 3. Stock Purchase Agreement: This Agreement is specifically focused on the sale of shares of capital stock, but with different terms and conditions tailored to suit the unique circumstances of the transaction. 4. Merger Agreement: In cases where there is a merger between the buyer and the sellers, this Agreement outlines the terms and conditions governing the entire merger process. These additional types of agreements may be required depending on the specific nature of the transaction and the intentions of the parties involved. It is advisable to consult legal professionals to ensure compliance with applicable laws and to customize the agreements to suit individual circumstances.