Hennepin Minnesota Exchange and Subscription Agreement between Michael T. Fiore and ID Recap, Inc. regarding merge of ID Recap, Inc. with InterDent, Inc. and exchange of shares

• Category: Corporations - Public - Stock Subscription Agreements
• State: Multi-State
• County: Hennepin
• Control #: US-EG-9336
• Format: Word; Rich Text

Description

Exchange and Subscription Agreement between Michael T. Fiore and ID Recap, Inc. regarding merge of ID Recap, Inc. with InterDent, Inc. and the exchange of shares for newly issued shares of capital stock of the company dated October 22, 1999. 8 pages. The Hennepin Minnesota Exchange and Subscription Agreement is a legally binding document that outlines the terms and conditions of a merger between ID Recap, Inc. and Interment, Inc., as well as the exchange of shares between parties involved. This agreement is between Michael T. Fire, representing ID Recap, Inc., and ID Recap, Inc. itself. Under this agreement, the merger of ID Recap, Inc. with Interment, Inc. will take place, where the two entities will combine their operations, assets, and resources to create a unified and stronger dental service corporation. The merger aims to capitalize on each company's strengths and enhance their overall market position. The exchange of shares is a crucial aspect of this agreement. It involves ID Recap, Inc. providing a specific number of its shares to Interment, Inc. in exchange for a determined number of Interment, Inc.'s shares. This exchange allows for an equitable distribution of ownership in the newly merged corporation. Key terms and provisions of the Hennepin Minnesota Exchange and Subscription Agreement may include: 1. Parties Involved: Michael T. Fire and ID Recap, Inc. represent one party, while Interment, Inc. represents the other party involved in the agreement. 2. Merger Consideration: The agreement specifies the share exchange ratio, or the number of ID Recap, Inc.'s shares to be exchanged for Interment, Inc.'s shares, taking into account the respective valuations of each company. 3. Closing Conditions: This section outlines the conditions that must be met for the agreement to be finalized, such as obtaining necessary approvals from regulatory bodies and shareholders of both companies. 4. Representations and Warranties: Both parties provide assurances and guarantees regarding their respective companies' financial, legal, and operational status, ensuring transparency and mitigating risks associated with the merger. 5. Covenants: The agreement may include mutual promises and commitments made by both parties, such as confidentiality obligations, non-competition clauses, and agreements related to employee benefits and retention. 6. Termination: Conditions under which the agreement may be terminated, such as a breach of contract, failure to obtain necessary approvals, or other unforeseen circumstances, are outlined in this section. It is important to note that while there might be variations or specific types of Hennepin Minnesota Exchange and Subscription Agreements between different parties, the key elements mentioned above usually remain common in most agreements of this nature.

The Hennepin Minnesota Exchange and Subscription Agreement is a legally binding document that outlines the terms and conditions of a merger between ID Recap, Inc. and Interment, Inc., as well as the exchange of shares between parties involved. This agreement is between Michael T. Fire, representing ID Recap, Inc., and ID Recap, Inc. itself. Under this agreement, the merger of ID Recap, Inc. with Interment, Inc. will take place, where the two entities will combine their operations, assets, and resources to create a unified and stronger dental service corporation. The merger aims to capitalize on each company's strengths and enhance their overall market position. The exchange of shares is a crucial aspect of this agreement. It involves ID Recap, Inc. providing a specific number of its shares to Interment, Inc. in exchange for a determined number of Interment, Inc.'s shares. This exchange allows for an equitable distribution of ownership in the newly merged corporation. Key terms and provisions of the Hennepin Minnesota Exchange and Subscription Agreement may include: 1. Parties Involved: Michael T. Fire and ID Recap, Inc. represent one party, while Interment, Inc. represents the other party involved in the agreement. 2. Merger Consideration: The agreement specifies the share exchange ratio, or the number of ID Recap, Inc.'s shares to be exchanged for Interment, Inc.'s shares, taking into account the respective valuations of each company. 3. Closing Conditions: This section outlines the conditions that must be met for the agreement to be finalized, such as obtaining necessary approvals from regulatory bodies and shareholders of both companies. 4. Representations and Warranties: Both parties provide assurances and guarantees regarding their respective companies' financial, legal, and operational status, ensuring transparency and mitigating risks associated with the merger. 5. Covenants: The agreement may include mutual promises and commitments made by both parties, such as confidentiality obligations, non-competition clauses, and agreements related to employee benefits and retention. 6. Termination: Conditions under which the agreement may be terminated, such as a breach of contract, failure to obtain necessary approvals, or other unforeseen circumstances, are outlined in this section. It is important to note that while there might be variations or specific types of Hennepin Minnesota Exchange and Subscription Agreements between different parties, the key elements mentioned above usually remain common in most agreements of this nature.