Rhode Island Sample Note Purchase Agreement between Access Corp. and Ocean her Grin ten, N.V. This Rhode Island Sample Note Purchase Agreement is a legally binding contract entered into between Access Corp., referred to as the "Seller," and Ocean her Grin ten, N.V., referred to as the "Buyer." This agreement outlines the terms and conditions of the purchase and sale of promissory notes by Access Corp. to Ocean her Grin ten, N.V. In this agreement, both parties acknowledge and agree to the following terms: 1. Purchase and Sale of Promissory Notes: Access Corp. agrees to sell and transfer to Ocean her Grin ten, N.V. the promissory notes described in Exhibit A attached to this agreement. The purchase price for these promissory notes shall be the total amount specified in Exhibit A. 2. Representations and Warranties: The Seller represents and warrants that it is the legal owner of the promissory notes and has full authority and rights to sell and transfer them to the Buyer. The Seller further represents that the promissory notes are valid and enforceable. 3. Indemnification: Both parties agree to indemnify and hold each other harmless from any losses, damages, liabilities, or expenses arising out of any breach of this agreement or any misrepresentation by either party. 4. Closing and Delivery: The closing of the purchase and sale shall take place on the date specified in Exhibit A. At the closing, the Seller shall deliver the promissory notes to the Buyer, and the Buyer shall make the payment as specified in Exhibit A. 5. Governing Law: This agreement shall be governed by and construed in accordance with the laws of the state of Rhode Island. Different types of Rhode Island Sample Note Purchase Agreement between Access Corp. and Ocean her Grin ten, N.V. may include variations in the terms, conditions, and specifics of the promissory notes being purchased and sold. These variations may depend on factors such as the total amount of promissory notes, the maturity dates, interest rates, and any additional provisions or stipulations agreed upon by the parties. It is important for both Access Corp. and Ocean her Grin ten, N.V. to carefully review and negotiate the terms of the Sample Note Purchase Agreement to ensure it aligns with their specific requirements and objectives. Seeking legal advice is recommended to ensure compliance with Rhode Island state laws and regulations.