West Virginia Sample Purchase Agreement between Organichem Corporation and Albany Molecular Research, Inc.

• Category: Corporations - Public - Purchase
• State: Multi-State
• Control #: US-EG-9393
• Format: Word; Rich Text

Description

Debenture Purchase Agreement between Organichem Corporation and Albany Molecular Research, Inc. regarding the sale and purchase of convertible subordinated debentures dated December 21, 1999. 19 pages. Sample Purchase Agreement between Organic hem Corporation and Albany Molecular Research, Inc. This Sample Purchase Agreement (hereinafter referred to as "Agreement") is made and entered into this _____ day of ______________, 20__, by and between Organic hem Corporation, a corporation organized and existing under the laws of the state of West Virginia, with its principal place of business at [address], hereinafter referred to as the "Buyer," and Albany Molecular Research, Inc., a corporation organized and existing under the laws of the state of [state], with its principal place of business at [address], hereinafter referred to as the "Seller," collectively referred to as the "Parties." WHEREAS, Organic hem Corporation is in the business of [describe the buyer's business]; WHEREAS, Albany Molecular Research, Inc. is in the business of [describe the seller's business]; WHEREAS, the Parties desire to enter into an agreement for the purchase and sale of goods in accordance with the terms and conditions set forth herein; NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: 1. Definitions: a. "Goods" shall mean [specifically describe the goods to be purchased]. b. "Purchase Price" shall mean the total price to be paid by the Buyer to the Seller for the Goods, as set forth in Section 2. 2. Purchase Price and Payment: a. The Buyer agrees to purchase the Goods from the Seller at the price of $__________ [insert purchase price] (the "Purchase Price"), inclusive of any applicable taxes, duties, and shipping costs. b. The Payment shall be made [specify the payment terms, such as in full upon execution of this Agreement or in installments]. 3. Delivery and Risk of Loss: a. The Seller shall deliver the Goods to the Buyer at the designated address [specify address] within [specify delivery timeframe] from the effective date of this Agreement. b. Risk of loss or damage to the Goods shall pass from the Seller to the Buyer upon delivery. 4. Inspection and Acceptance: a. The Buyer shall have a period of [specify timeframe] from the date of delivery to inspect the Goods for any defects or nonconformities. b. If the Goods are found to be defective or nonconforming, the Buyer shall provide written notice to the Seller within the specified period, detailing the nature of the defect or nonconformity. c. If no written notice is received within the specified period, the Goods shall be deemed accepted by the Buyer. 5. Representations and Warranties: a. The Seller represents and warrants that it has full power and authority to enter into this Agreement and sell the Goods. b. The Seller further represents and warrants that the Goods shall be free from defects in material and workmanship and shall conform to any applicable specifications or standards. 6. Governing Law and Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of the state of West Virginia. Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of West Virginia. This Agreement constitutes the entire agreement between the Parties and supersedes any prior discussions, agreements, or understandings, whether written or oral, relating to the subject hereof. This Agreement may not be modified, amended, or supplemented, except in writing and signed by both Parties. IN WITNESS WHEREOF, the Parties hereto have executed this Sample Purchase Agreement as of the date first above written. Organic hem Corporation: _____________________ [Signature] [Printed Name] [Title] [Date] Albany Molecular Research, Inc.: _____________________ [Signature] [Printed Name] [Title] [Date] Different types of West Virginia Sample Purchase Agreements between Organic hem Corporation and Albany Molecular Research, Inc. may include variations based on the: 1. Type of goods being purchased (e.g., chemical compounds, laboratory equipment, raw materials). 2. Quantity and pricing structure of the goods (e.g., bulk purchase, pricing tiers). 3. Delivery and shipping terms (e.g., incomers, transport responsibilities). 4. Quality control and acceptance criteria (e.g., third-party testing, certifications). 5. Intellectual property rights and proprietary information protection. 6. Confidentiality and non-disclosure provisions. 7. Dispute resolution mechanisms (e.g., arbitration, mediation). 8. Termination and cancellation terms. 9. Additional clauses based on the specific needs and requirements of the buyer and seller.

Sample Purchase Agreement between Organic hem Corporation and Albany Molecular Research, Inc. This Sample Purchase Agreement (hereinafter referred to as "Agreement") is made and entered into this _____ day of ______________, 20__, by and between Organic hem Corporation, a corporation organized and existing under the laws of the state of West Virginia, with its principal place of business at [address], hereinafter referred to as the "Buyer," and Albany Molecular Research, Inc., a corporation organized and existing under the laws of the state of [state], with its principal place of business at [address], hereinafter referred to as the "Seller," collectively referred to as the "Parties." WHEREAS, Organic hem Corporation is in the business of [describe the buyer's business]; WHEREAS, Albany Molecular Research, Inc. is in the business of [describe the seller's business]; WHEREAS, the Parties desire to enter into an agreement for the purchase and sale of goods in accordance with the terms and conditions set forth herein; NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: 1. Definitions: a. "Goods" shall mean [specifically describe the goods to be purchased]. b. "Purchase Price" shall mean the total price to be paid by the Buyer to the Seller for the Goods, as set forth in Section 2. 2. Purchase Price and Payment: a. The Buyer agrees to purchase the Goods from the Seller at the price of $__________ [insert purchase price] (the "Purchase Price"), inclusive of any applicable taxes, duties, and shipping costs. b. The Payment shall be made [specify the payment terms, such as in full upon execution of this Agreement or in installments]. 3. Delivery and Risk of Loss: a. The Seller shall deliver the Goods to the Buyer at the designated address [specify address] within [specify delivery timeframe] from the effective date of this Agreement. b. Risk of loss or damage to the Goods shall pass from the Seller to the Buyer upon delivery. 4. Inspection and Acceptance: a. The Buyer shall have a period of [specify timeframe] from the date of delivery to inspect the Goods for any defects or nonconformities. b. If the Goods are found to be defective or nonconforming, the Buyer shall provide written notice to the Seller within the specified period, detailing the nature of the defect or nonconformity. c. If no written notice is received within the specified period, the Goods shall be deemed accepted by the Buyer. 5. Representations and Warranties: a. The Seller represents and warrants that it has full power and authority to enter into this Agreement and sell the Goods. b. The Seller further represents and warrants that the Goods shall be free from defects in material and workmanship and shall conform to any applicable specifications or standards. 6. Governing Law and Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of the state of West Virginia. Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of West Virginia. This Agreement constitutes the entire agreement between the Parties and supersedes any prior discussions, agreements, or understandings, whether written or oral, relating to the subject hereof. This Agreement may not be modified, amended, or supplemented, except in writing and signed by both Parties. IN WITNESS WHEREOF, the Parties hereto have executed this Sample Purchase Agreement as of the date first above written. Organic hem Corporation: _____________________ [Signature] [Printed Name] [Title] [Date] Albany Molecular Research, Inc.: _____________________ [Signature] [Printed Name] [Title] [Date] Different types of West Virginia Sample Purchase Agreements between Organic hem Corporation and Albany Molecular Research, Inc. may include variations based on the: 1. Type of goods being purchased (e.g., chemical compounds, laboratory equipment, raw materials). 2. Quantity and pricing structure of the goods (e.g., bulk purchase, pricing tiers). 3. Delivery and shipping terms (e.g., incomers, transport responsibilities). 4. Quality control and acceptance criteria (e.g., third-party testing, certifications). 5. Intellectual property rights and proprietary information protection. 6. Confidentiality and non-disclosure provisions. 7. Dispute resolution mechanisms (e.g., arbitration, mediation). 8. Termination and cancellation terms. 9. Additional clauses based on the specific needs and requirements of the buyer and seller.