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.
A South Carolina Sample Purchase Agreement is a legally binding document that outlines the terms and conditions for the acquisition of assets or shares between Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, and Van Kampen American Value Fund. This agreement serves as a reference for similar transactions in the state of South Carolina. 1. Overview: The South Carolina Sample Purchase Agreement provides a comprehensive summary of the transaction, including the parties involved, date, and purpose of the agreement. 2. Purchase Price and Payment Terms: This section details the agreed-upon purchase price, whether it is a lump sum or installment payments, and any applicable adjustments or escrows. It also specifies the mode of payment, such as cash, securities, or a combination, along with the anticipated closing date. 3. Representations and Warranties: Both the buyer and seller make several representations and warranties about their respective businesses, financial statements, legal compliance, and other relevant matters. This section aims to protect the interests of both parties by ensuring the accuracy of the information provided. 4. Conditions Precedent: Specifies the conditions that must be met before the sale can proceed, such as obtaining necessary regulatory approvals, third-party consents, or a satisfactory due diligence investigation. 5. Indemnification: Outlines the indemnification obligations for both parties, including any limitations, time limitations for claiming indemnification, and how disputes are to be resolved. 6. Confidentiality and Non-Compete: A provision that ensures the confidentiality of any non-public information and may include a non-compete clause to prevent the seller from competing in the same field for a specified period following the acquisition. 7. Closing and Post-Closing Obligations: This section defines the obligations of each party leading up to the closing date and any actions required post-closing, like the transfer of licenses, contracts, or employee agreements. It's important to note that the mentioned parties are hypothetical and serve as examples; you can replace them with the actual parties involved in your agreement. Additionally, customized purchase agreements may exist for specific industries or complex transactions, such as mergers or acquisitions involving intellectual property rights or real estate. Remember, it is always recommended consulting legal professionals when drafting or reviewing a purchase agreement to ensure it complies with South Carolina laws and adequately protects the interests of all parties involved.
A South Carolina Sample Purchase Agreement is a legally binding document that outlines the terms and conditions for the acquisition of assets or shares between Cell Pathways, Inc., MAS Funds Small Cap Value Portfolio, and Van Kampen American Value Fund. This agreement serves as a reference for similar transactions in the state of South Carolina. 1. Overview: The South Carolina Sample Purchase Agreement provides a comprehensive summary of the transaction, including the parties involved, date, and purpose of the agreement. 2. Purchase Price and Payment Terms: This section details the agreed-upon purchase price, whether it is a lump sum or installment payments, and any applicable adjustments or escrows. It also specifies the mode of payment, such as cash, securities, or a combination, along with the anticipated closing date. 3. Representations and Warranties: Both the buyer and seller make several representations and warranties about their respective businesses, financial statements, legal compliance, and other relevant matters. This section aims to protect the interests of both parties by ensuring the accuracy of the information provided. 4. Conditions Precedent: Specifies the conditions that must be met before the sale can proceed, such as obtaining necessary regulatory approvals, third-party consents, or a satisfactory due diligence investigation. 5. Indemnification: Outlines the indemnification obligations for both parties, including any limitations, time limitations for claiming indemnification, and how disputes are to be resolved. 6. Confidentiality and Non-Compete: A provision that ensures the confidentiality of any non-public information and may include a non-compete clause to prevent the seller from competing in the same field for a specified period following the acquisition. 7. Closing and Post-Closing Obligations: This section defines the obligations of each party leading up to the closing date and any actions required post-closing, like the transfer of licenses, contracts, or employee agreements. It's important to note that the mentioned parties are hypothetical and serve as examples; you can replace them with the actual parties involved in your agreement. Additionally, customized purchase agreements may exist for specific industries or complex transactions, such as mergers or acquisitions involving intellectual property rights or real estate. Remember, it is always recommended consulting legal professionals when drafting or reviewing a purchase agreement to ensure it complies with South Carolina laws and adequately protects the interests of all parties involved.