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.
Title: Mississippi Sample Purchase Agreement between Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, Van Kampen American Value Fund Introduction: A Mississippi Sample Purchase Agreement is a legally binding contract between Cell Pathways, Inc., a renowned biotechnology company, and two investment funds, namely MAS Funds Small Cap Value Portfolio and Van Kampen American Value Fund. This agreement outlines the terms and conditions regarding the purchase and sale of securities or assets involving these entities. Below, you will find a detailed description of the key components and sections typically included in a Mississippi Sample Purchase Agreement. 1. Parties involved: This section of the agreement will clearly identify the participating parties, namely Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, and Van Kampen American Value Fund. It will detail their official company names, addresses, and any other relevant identification information. 2. Asset description: In this part of the agreement, the specific assets or securities being sold/purchased will be clearly described. This includes detailed information regarding the type of assets, quantities, valuation, and any other essential attributes. 3. Purchase price and consideration: The agreement will outline the agreed-upon purchase price for the assets in question. This may include the fixed monetary amount, any additional considerations, or any complex purchase price mechanisms such as earn-outs or contingent payments. 4. Representations and warranties: Both the seller (Cell Pathways, Inc.) and the buyers (MAS Funds Small Cap Value Portfolio and Van Kampen American Value Fund) will include representations and warranties to ensure the accuracy and validity of the transaction. These may include assurances regarding the ownership of assets, absence of liabilities, compliance with applicable laws, etc. 5. Closing conditions: This section outlines the conditions that must be fulfilled or satisfied before the completion of the purchase agreement. It covers matters such as regulatory approvals, consent from relevant stakeholders, and other key requirements. 6. Indemnification and limitation of liability: To protect the parties involved, provisions related to indemnification and limitation of liability are included. These clauses may define the scope of indemnification, procedures for making claims, and any limitations on liability for breaches or damages incurred. 7. Governing law and jurisdiction: This section establishes which state's laws will govern the agreement (Mississippi in this case) and designates the jurisdiction where any disputes arising from the agreement will be resolved. Conclusion: A Mississippi Sample Purchase Agreement is a legally binding document that outlines the terms and conditions for the sale and purchase of assets or securities between Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, and Van Kampen American Value Fund. It covers essential aspects such as asset description, purchase price, representations and warranties, closing conditions, indemnification, and governing law. The agreement ensures a transparent and secure transaction for all parties involved.
Title: Mississippi Sample Purchase Agreement between Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, Van Kampen American Value Fund Introduction: A Mississippi Sample Purchase Agreement is a legally binding contract between Cell Pathways, Inc., a renowned biotechnology company, and two investment funds, namely MAS Funds Small Cap Value Portfolio and Van Kampen American Value Fund. This agreement outlines the terms and conditions regarding the purchase and sale of securities or assets involving these entities. Below, you will find a detailed description of the key components and sections typically included in a Mississippi Sample Purchase Agreement. 1. Parties involved: This section of the agreement will clearly identify the participating parties, namely Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, and Van Kampen American Value Fund. It will detail their official company names, addresses, and any other relevant identification information. 2. Asset description: In this part of the agreement, the specific assets or securities being sold/purchased will be clearly described. This includes detailed information regarding the type of assets, quantities, valuation, and any other essential attributes. 3. Purchase price and consideration: The agreement will outline the agreed-upon purchase price for the assets in question. This may include the fixed monetary amount, any additional considerations, or any complex purchase price mechanisms such as earn-outs or contingent payments. 4. Representations and warranties: Both the seller (Cell Pathways, Inc.) and the buyers (MAS Funds Small Cap Value Portfolio and Van Kampen American Value Fund) will include representations and warranties to ensure the accuracy and validity of the transaction. These may include assurances regarding the ownership of assets, absence of liabilities, compliance with applicable laws, etc. 5. Closing conditions: This section outlines the conditions that must be fulfilled or satisfied before the completion of the purchase agreement. It covers matters such as regulatory approvals, consent from relevant stakeholders, and other key requirements. 6. Indemnification and limitation of liability: To protect the parties involved, provisions related to indemnification and limitation of liability are included. These clauses may define the scope of indemnification, procedures for making claims, and any limitations on liability for breaches or damages incurred. 7. Governing law and jurisdiction: This section establishes which state's laws will govern the agreement (Mississippi in this case) and designates the jurisdiction where any disputes arising from the agreement will be resolved. Conclusion: A Mississippi Sample Purchase Agreement is a legally binding document that outlines the terms and conditions for the sale and purchase of assets or securities between Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, and Van Kampen American Value Fund. It covers essential aspects such as asset description, purchase price, representations and warranties, closing conditions, indemnification, and governing law. The agreement ensures a transparent and secure transaction for all parties involved.