Securities Purchase Agreement between Simula, Inc., certain subsidiaries of Simula, Inc. and Levine Leichtman Capital Partners II, LP regarding the sale and issuance of secured senior notes dated December 31, 1999. 108 pages.
New Jersey Sample Purchase Agreement between Similar, Inc., and its subsidiaries and Levine Eastman Capital Partners II, LP regarding the sale and issuance of secured senior notes: This New Jersey Sample Purchase Agreement ("Agreement") is entered into between Similar, Inc., and its subsidiaries ("Company") and Levine Eastman Capital Partners II, LP ("Purchaser") on [date]. 1. Background: The Agreement outlines the terms and conditions for the sale and issuance of secured senior notes to be offered by the Company to the Purchaser. The Company seeks funding for its ongoing operations and growth initiatives. 2. Definitions: — Secured Senior Notes: Refers to the debt instruments offered by the Company, which are secured by specified assets of the Company and hold priority over other forms of debt. — Company: Refersimilarlyla, Inc., and its subsidiaries. — Purchaser: Refers to LevinEastmanan Capital Partners II, LP, the entity interested in purchasing the secured senior notes. 3. Purchase and Sale of Secured Senior Notes: — The Company agrees to offer and the Purchaser agrees to purchase a specified amount of secured senior notes at a predetermined price. — The Parties agree to negotiate and finalize the exact terms, including the principal amount, interest rate, maturity date, and other relevant provisions, within a specified timeframe. 4. Conditions Precedent: — Both parties agree that the effectiveness of this Agreement is subject to certain conditions precedent, such as satisfactory due diligence, regulatory approvals, and legal compliance of the transaction. 5. Representations and Warranties: — The Company represents and warrants that it has the authority and capacity to enter into this Agreement, that it holds clear and marketable title to the assets, and that it has disclosed all material information regarding its financial condition, operations, and potential risks to the Purchaser. — The Purchaser represents that it has the authority to enter into this Agreement, that it has conducted its own due diligence, and that it has sufficient funds to fulfill its obligations. 6. Covenants: — The Company agrees to maintain the specified assets and their value as collateral. — The Company promises to timely repay the principal amount and interest on the secured senior notes as per the agreed terms. 7. Governing Law and Jurisdiction: — This Agreement shall be governed by and construed in accordance with the laws of the State of New Jersey. — Any disputes arising out of or relating to this Agreement shall be resolved exclusively by the courts located in the State of New Jersey. [Additional Types of New Jersey Sample Purchase Agreements] — New Jersey Sample Purchase Agreement for Equity Investment: Outlines the terms and conditions for purchasing equity shares of the Company. — New Jersey Sample Purchase Agreement for Sale of Assets: Specifies the terms for the sale and transfer of specific assets of the Company. — New Jersey Sample Purchase Agreement for Business Acquisition: Governs the purchase of an entire business entity, including assets, liabilities, and operations. Note: The content provided is a fictionalized example and should not be considered legal advice. It is recommended to consult with legal professionals when drafting or entering into a purchase agreement.
New Jersey Sample Purchase Agreement between Similar, Inc., and its subsidiaries and Levine Eastman Capital Partners II, LP regarding the sale and issuance of secured senior notes: This New Jersey Sample Purchase Agreement ("Agreement") is entered into between Similar, Inc., and its subsidiaries ("Company") and Levine Eastman Capital Partners II, LP ("Purchaser") on [date]. 1. Background: The Agreement outlines the terms and conditions for the sale and issuance of secured senior notes to be offered by the Company to the Purchaser. The Company seeks funding for its ongoing operations and growth initiatives. 2. Definitions: — Secured Senior Notes: Refers to the debt instruments offered by the Company, which are secured by specified assets of the Company and hold priority over other forms of debt. — Company: Refersimilarlyla, Inc., and its subsidiaries. — Purchaser: Refers to LevinEastmanan Capital Partners II, LP, the entity interested in purchasing the secured senior notes. 3. Purchase and Sale of Secured Senior Notes: — The Company agrees to offer and the Purchaser agrees to purchase a specified amount of secured senior notes at a predetermined price. — The Parties agree to negotiate and finalize the exact terms, including the principal amount, interest rate, maturity date, and other relevant provisions, within a specified timeframe. 4. Conditions Precedent: — Both parties agree that the effectiveness of this Agreement is subject to certain conditions precedent, such as satisfactory due diligence, regulatory approvals, and legal compliance of the transaction. 5. Representations and Warranties: — The Company represents and warrants that it has the authority and capacity to enter into this Agreement, that it holds clear and marketable title to the assets, and that it has disclosed all material information regarding its financial condition, operations, and potential risks to the Purchaser. — The Purchaser represents that it has the authority to enter into this Agreement, that it has conducted its own due diligence, and that it has sufficient funds to fulfill its obligations. 6. Covenants: — The Company agrees to maintain the specified assets and their value as collateral. — The Company promises to timely repay the principal amount and interest on the secured senior notes as per the agreed terms. 7. Governing Law and Jurisdiction: — This Agreement shall be governed by and construed in accordance with the laws of the State of New Jersey. — Any disputes arising out of or relating to this Agreement shall be resolved exclusively by the courts located in the State of New Jersey. [Additional Types of New Jersey Sample Purchase Agreements] — New Jersey Sample Purchase Agreement for Equity Investment: Outlines the terms and conditions for purchasing equity shares of the Company. — New Jersey Sample Purchase Agreement for Sale of Assets: Specifies the terms for the sale and transfer of specific assets of the Company. — New Jersey Sample Purchase Agreement for Business Acquisition: Governs the purchase of an entire business entity, including assets, liabilities, and operations. Note: The content provided is a fictionalized example and should not be considered legal advice. It is recommended to consult with legal professionals when drafting or entering into a purchase agreement.