Asset Acquisition Agreement Sample Contracts

Tpt Global Tech, Inc. – Asset Acquisition Agreement Dated as Of (December 15th, 2017)

This AGREEMENT, dated as of December 15, 2016 (the "Agreement"), is by and between TPT Global Tech, Inc. ("TPTG" or "Purchaser"), a Florida Corporation, and the Interest Holders of the Lion Phone Technology, Linda Kelly, Duane Jackson, Quyntwan Henry and Enoch Brande ("Interest Holders" or "Sellers").

Line Up Advertisement, Inc. – Asset Acquisition Agreement (October 25th, 2017)

This Asset Acquisition Agreement (the "Agreement") is made as of October 23, 2017, by and between Tactical Services, Inc., a Nevada corporation ("TACC"), Thomas Li, an individual and Nathan Xian, an individual (collectively Mr. Li and Mr. Xian are refereed to hereinafter as the "Inventors"). TACC and the Inventors are referred to collectively herein as the "Parties," and individually as a "Party."

Asset Acquisition Agreement to Exchange Securities Between Vanguard Energy Corporation and Solar Quartz Technologies, Inc. Index (October 4th, 2017)

THIS AGREEMENT, made this 28th day of June 2017, by and between Vanguard Energy Corporation ("Vanguard") and Solar Quartz Technologies, Inc. ("SQTI") is made for the purpose of setting forth the terms and conditions upon which Vanguard will acquire all the outstanding shares of Solar Quartz Technologies Limited ("SQTNZ") common stock. Herein collectively referred to as the "Parties" or individually as a "Party":

THERMOGENESIS Corp. – ASSET ACQUISITION AGREEMENT Between SYNGEN INC. And THERMOGENESIS CORP. Dated as of July 7, 2017 (July 11th, 2017)

This Asset Acquisition Agreement (this "Agreement"), dated as of July 7, 2017 (the "Effective Date"), is entered into between SynGen Inc., a Delaware corporation ("Transferor"), and ThermoGenesis Corp., a Delaware corporation ("Acquiror").

Greater Cannabis Company, Inc. – Asset Acquisition Agreement (June 20th, 2017)

THIS ASSET ACQUISITION AGREEMENT (hereinafter referred to as this "Agreement") is entered into as of this 21st day of April, 2017 by and between SYLIOS CORP (SYLIOS as to this agreement) a Florida Corporation (hereinafter referred to as SYLIOS) and THE GREATER CANNABIS COMPANY, INC. (GCC as to this agreement) a Florida corporation (hereinafter referred to as "GCC "), upon the following premises:

S&W Seed Company – Asset Acquisition Agreement Seed Genetics International Pty Ltd S & W Seed Company SV Genetics Pty Ltd David John Holman Alan Irvine Scott Trevor Bailie Bottrell Precision Ventures, LLC James R. Bennett Piper Alderman Lawyers www.piperalderman.com.au Adelaide L Sydney L Melbourne L Brisbane (C) Piper Alderman (May 31st, 2016)
Naprodis, Inc. – Addendum to Asset Acquisition Agreement by and Among (January 29th, 2016)
Naprodis, Inc. – Addendum to Joint Written Consent in Lieu of Meeting of the Board of Directors and Shareholders of Apollo Media Network, Inc. Regarding Asset Acquisition Agreement (January 29th, 2016)

The undersigned, constituting all of the members of the Board of Directors (the "Board") of Apollo Media Network, Inc., a Delaware corporation, (the "Corporation"), and all of the holders of the Corporation's issued and outstanding Common Stock (the "Shareholders"), hereby give their written consent and authorization, in accordance with the provisions of Sections 141(0 and 228(a) of the General Corporation Law of the State of Delaware, to the adoption of the following resolutions, and the same are hereby adopted as of the date set forth above:

Naprodis, Inc. – Addendum to Asset Acquisition Agreement (January 19th, 2016)

This ASSET ACQUISITION AGREEMENT, dated October ____, 2015 (the "Agreement"), by and among Sibannac, Inc., a Colorado Corporation, ("SI"), and Protection Cost, Inc. ("PCI"), a Colorado Corporation.

Naprodis, Inc. – Asset Acquisition Agreement (November 23rd, 2015)

This ASSET ACQUISITION AGREEMENT, dated October ____, 2015 (the "Agreement"), by and among Sibannac, Inc., a Colorado Corporation, ("SI"), and Protection Cost, Inc. ("PCI"), a Colorado Corporation.

Mesa Laboratories, Inc. – ASSET ACQUISITION AGREEMENT BY AND AMONG MESA LABORATORIES, INC., NORTH BAY/BIOSCIENCE, LLC AND THE MEMBERS OF NORTH BAY/BIOSCIENCE, LLC August 6, 2015 (August 6th, 2015)

This ASSET ACQUISITION AGREEMENT (the "Agreement") is dated as of August 6, 2015, by and among Mesa Laboratories, Inc., a Colorado corporation ("Mesa") and North Bay/Bioscience, LLC, a Michigan limited liability company ("NBBS"), Michael E. Kittendorf ("MEK") and Cynthia D. Kittendorf ("CDK") (collectively, the "Members"). Mesa, NBBS and the Members are referred to herein collectively as the "Parties" and each individually as a "Party."

Icon Vapor, Inc. – Asset Acquisition Agreement (November 12th, 2014)

This ASSET ACQUISITION AGREEMENT (this "Agreement"), effective as of _____________________ ("Effective Date") is entered into by and among Icon Vapor, Inc., a Nevada corporation (the "Purchaser"), and Green Tree Syndicate, Inc., a California corporation ("Seller"), and its controlling shareholders (collectively referred to herein as "Selling Stockholders"). Each of the parties to this Agreement is individually referred to herein as a "Party" and collectively as the "Parties."

Mesa Laboratories, Inc. – Asset Acquisition Agreement by and Among Mesa Laboratories, Inc., Pcd-Process Challenge Devices, Llc and the Members of Pcd-Process Challenge Devices, Llc October 15, 2014 (October 15th, 2014)

This ASSET ACQUISITION AGREEMENT (the "Agreement") is dated as of October 15, 2014, by and among Mesa Laboratories, Inc., a Colorado corporation ("Mesa") and PCD-Process Challenge Devices, LLC, a California limited liability company ("PCD"). R. Daniel Webster and Dennis Christensen (the "Members"), who own all of the outstanding membership interests of PCD, shall be a party to this Agreement with respect to the representations and warranties, and indemnification obligations in Article IV, Sections 5.4, 5.5 and 5.6. Mesa, PCD and the Members are referred to herein collectively as the "Parties" and each individually as a "Party."

ASSET ACQUISITION AGREEMENT DATED AS OF MARCH 12, 2014 by and Among INLAND AMERICAN REAL ESTATE TRUST, INC., INLAND AMERICAN HOLDCO MANAGEMENT LLC, INLAND AMERICAN RETAIL MANAGEMENT LLC, INLAND AMERICAN OFFICE MANAGEMENT LLC, INLAND AMERICAN INDUSTRIAL MANAGEMENT LLC, and EAGLE I FINANCIAL CORP. (Solely With Respect to Section 11.17) (March 13th, 2014)

This ASSET ACQUISITION AGREEMENT, dated as of March 12, 2014 (this Agreement), is entered into by and among Inland American Real Estate Trust, Inc., a Maryland corporation (American), Inland American Holdco Management LLC, a Delaware limited liability company (Holdco), Inland American Retail Management LLC, Inland American Office Management LLC and Inland American Industrial Management LLC, each a Delaware limited liability company and wholly owned Subsidiary (as defined herein) of Holdco (collectively, the Property Managers, and together with Holdco, the Transferors and each a Transferor), and, solely with respect to Section 11.17, Eagle I Financial Corp., a Nevada corporation (the Guarantor). Terms used herein are defined in Article I.

Cardium Therapeutics – ASSET ACQUISITION AGREEMENT Between to Go Brands, Inc. And Cell-Nique Corporation (November 21st, 2013)

Agreement (the Agreement) made as of the 15th day of November, 2013 by and among, Cell-nique Corporation, a Delaware corporation (the Transferee or CN), To Go Brands, Inc., a Delaware Corporation (the Transferor or TGB).

Mesa Laboratories, Inc. – ASSET ACQUISITION AGREEMENT BY AND AMONG MESA LABORATORIES, INC., AMEGA SCIENTIFIC CORPORATION AND THE SOLE SHAREHOLDER OF AMEGA SCIENTIFIC CORPORATION November 6, 2013 (November 7th, 2013)

This ASSET ACQUISITION AGREEMENT (the Agreement) is dated as of November 6, 2013, by and among Mesa Laboratories, Inc., a Colorado corporation (Mesa) and Amega Scientific Corporation, a New Jersey corporation (Amega). Anthony Amato (the Sole Shareholder), who owns all of the common stock of Amega, shall be a party to this Agreement with respect to the representations and warranties, and indemnification obligations in Article IV, Sections 5.4, 5.5 and 5.6. Mesa, Amega and the Sole Shareholder are referred to herein collectively as the Parties and each individually as a Party.

Strategic Gaming Investments – Contract (May 28th, 2013)

Asset Acquisition Agreement Amerigo Energy, Inc. of 2580 Anthem Village Drive, Henderson, NV 89052, desires to Acquisition the herein described selected assets from Le FLAV Spirits, LLC under the terms and agreements described in this Acquisition Agreement, to-wit: 1. Acquisition of selected assets including, but not limited to, all assets, trademarks, contracts, distribution agreements, formulas, licenses, existing inventory and rights to the "Le FLAV" spirits brands. This is to include Le FLAV Brooklyn Iced Tea, Chateau Le FLAV, Le FLAV Cocktails, Le FLAV Cognacs, LeFLAV Super Premium Vodka & Flavored Vodkas and all flavors currently in production and contemplated as it relates to this line. 2. Acquisition of the trademarks held by the Le FLAV Spirits, LLC and Le FLAV Spirits, LLC agents related to the Le FLAV Spirits line of production are included and attached on Exhibit 'A' attached hereto and made a part of this Agreement for all purposes. Le FL

Novation Holdings Inc – AMENDED ASSET ACQUISITION AGREEMENT by and Among: (May 23rd, 2013)

This Amended Asset Acquisition Agreement (Agreement), dated as of and effective this 17th day of May, 2013, amends and restates that certain Asset Acquisition Agreement originally dated as of April 10, 2012 (the Original Agreement) and is made by and among Novation Holdings, Inc, a Florida corporation (NOHO); Crown City Pictures, Inc., a Delaware corporation (CCPI), a controlled subsidiary of NOHO; StarPoint USA, Inc., a Delaware corporation (StarPoint or Seller); and StarPoint Acquisition Corp. a Florida corporation (SAC or Buyer) and a wholly-owned acquisition subsidiary of CCPI. Certain capitalized terms have the meanings indicated for such terms in Section 1.1.

Powin Corp – Asset Acquisition Agreement (May 2nd, 2013)

This Asset Acquisition Agreement ("Agreement") is entered into effective as of April 26, 2013, by and between Quality Bending & Fabrication, Inc., an Oregon corporation ("QBF") and CoSource USA LLC, an Oregon limited liability company("CoSource").

Lifeapps Digital Media Inc. – Asset Acquisition Agreement (April 4th, 2013)

This Asset Acquisition Agreement (the "Agreement") is made as of the 29th day of March 29, 2013, by and among, LIFEAPPS DIGITAL MEDIA INC., a Delaware corporation having a business address at 5752 Oberlin Drive, Suite 106, San Diego, CA 92121 (hereafter, "LFAP") LIFEAPPS INC, a Nevada corporation having a business address at 5752 Oberlin Drive, Suite 106, San Diego, CA 92121 (hereafter "Buyer") and EDWARD DEREK LAFFEY, an individual doing business as SPORTS ONE GROUP AND PERFORMANCE GEAR INTERNATIONAL, having a business address at 10636 Scripps Summit Court, Suite 166, San Diego, CA, 92131 (hereafter "Seller").

Strategic Gaming Investments – Contract (February 27th, 2013)

Asset Acquisition Agreement Amerigo Energy, Inc. of 2580 Anthem Village Drive, Henderson, NV 89052, desires to Acquisition the herein described selected assets from Le FLAV Spirits, LLC under the terms and agreements described in this Acquisition Agreement, to-wit: 1. Acquisition of selected assets including, but not limited to, all assets, trademarks, contracts, distribution agreements, formulas, licenses, existing inventory and rights to the "Le FLAV" spirits brands. This is to include Le FLAV Brooklyn Iced Tea, Chateau Le FLAV, Le FLAV Cocktails, Le FLAV Cognacs, LeFLAV Super Premium Vodka & Flavored Vodkas and all flavors currently in production and contemplated as it relates to this line. 2. Acquisition of the trademarks held by the Le FLAV Spirits, LLC and Le FLAV Spirits, LLC agents related to the Le FLAV Spirits line of production are included and attached on Exhibit 'A' attached hereto and made a part of this Agreement for all purposes. Le FL

Dynastar Holdings, Inc. – Asset Acquisition Agreement (December 17th, 2012)

This Amended and Restated Asset Acquisition Agreement (the "Agreement") is made as of the 17th day of November, 2012, by and AMONG, DYNASTAR HOLDINGS, INC., a Nevada corporation having a business address at 1311 Herr Lane, Suite 205, Louisville, Kentucky 40222 (hereafter, "DYNA"), DYNASTAR VENTURES, INC., a Delaware corporation having a business address at 1311 Herr Lane, Suite 205, Louisville, Kentucky 40222 (hereafter, "DVI" and together with DYNA, the "Buyers") and uBUY2GIVE, INC., a Nevada corporation, having a business address at 90 Grove Street, Suite 201, Ridgefield, Connecticut 06877 (hereafter "Seller").

Indo Global Exchange(s) Pte, Ltd. – Asset Acquisition Agreement (September 6th, 2012)

This ASSET ACQUISITION AGREEMENT (this Agreement), effective as of September 4, 2012 is entered into by and among Claridge Ventures Inc., a Nevada corporation (the Purchaser), and GPB International, LLC , (GPB or the "Seller"), an Arizona limited liability corporation. Each of the parties to this Agreement is individually referred to herein as a Party and collectively as the Parties.

Amended and Restated Asset Acquisition Agreement Between Amerisure Pharmaceuticals, Llc, a Delaware Limited Liability Company and Global Nutritional Research, Llc, a Maryland Limited Liability Company (July 27th, 2012)

This Amended and Restated Asset Acquisition Agreement (the "Amended Agreement") is made and entered this day of July 2011, by and between AmeriSure Pharmaceuticals, LLC, a Delaware limited liability company ("AmeriSure"), and Global Nutritional Research. LLC, a Maryland limited liability company ("GNR"), and is an amendment to that certain Asset Acquisition Agreement entered into by and between AmeriSure and GNR. AmeriSure and GNR are referred to collectively herein as the Parties," and individually as a "Party."

Centaurus Diamond Technologies, Inc. – ASSET ACQUISITION AGREEMENT BY AND BETWEEN SWEETWATER RESOURCES, INC., a NEVADA CORPORATION, INNOVATIVE SALES, a NEVADA CORPORATION, DATED: June 5, 2012 (June 11th, 2012)

This ASSET ACQUISITION AGREEMENT (this "Agreement"), effective as of June 5, 2012 is entered into by and among Sweetwater Resources, Inc., a Nevada corporation (the "Purchaser"), and Innovative Sales, a Nevada corporation (the "Seller"). Each of the parties to this Agreement is individually referred to herein as a "Party" and collectively as the "Parties."

Mesa Laboratories, Inc. – ASSET ACQUISITION AGREEMENT BY AND AMONG MESA LABORATORIES, INC., AND BIOS INTERNATIONAL CORPORATION AND THE BIOS SHAREHOLDERS May 15, 2012 (May 21st, 2012)

This ASSET ACQUISITION AGREEMENT (the Agreement) is dated as of May 15, 2012, by and among Mesa Laboratories, Inc., a Colorado corporation (Mesa) and Bios International Corporation, a New Jersey corporation (Bios). Harvey F. Padden (the Majority Shareholder), who holds the majority of the common stock of Bios, who shall be a party to this Agreement only with respect to the sale of the Majority Shareholder Patent (as hereinafter defined) and with respect to the indemnification obligations in Sections 5.4, 5.5 and 5.6, and the Bradley Padden 2006 Irrevocable Trust and the Adina Padden 2006 Irrevocable Trust, which each own a minority of the common stock of Bios, shall be a party to this Agreement only with respect to the indemnification obligations in Sections 5.4, 5.5, and 5.6. Mesa and Bios are referred to herein collectively as the Parties and each individually as a Party.

Cell-nique Corp – Asset Acquisition Agreement (January 31st, 2012)

Agreement (the "Agreement") made as of the 31st day of December, 2011 by and among, Cell-nique Corporation, a Delaware corporation (the "Transferee" or "CN"), Health Nutz, LLC dba Yumnuts, a Delaware Limited Liability Company (the "Transferor" or "YN"), and only with respect to Section 8.01(d) Physicians Capital Corporation (the "Major Shareholders"), and only with respect to Section 10.02, Tyler Ricks, Jerome Metivier, Michael Cochrane and Gary Cochrane (collectively, the "Founders").

Petron Energy II, Inc. – Asset Acquisition Agreement (October 19th, 2011)

This Asset Acquisition Agreement (this "Agreement") is made and entered into this 8th day of August, 2011 (the "Effective Date"), by and between Petron Energy II, Inc., a Nevada corporation and its assigns ("Petron" or the "Company") and ONE Energy Capital Corp., a Nevada corporation and its assigns ("ONE Capital") and ONE Energy International Corp., and its assigns ("ONE International", and collectively with ONE Capital, "ONE Energy") sometimes hereinafter being referred to each individually as a "Party" and collectively as the "Parties".

Medical Care Technologies Inc. – Asset Acquisition Agreement (October 11th, 2011)

the undersigned will, if requested by the Purchaser, deliver to the Purchaser a certificate or opinion of local counsel from the International Jurisdiction which will confirm the matters referred to in Sections 13(c) and 13(d) above to the satisfaction of the Purchaser, acting reasonably;

Homeland Security Capital Cp – Asset Acquisition Agreement (August 23rd, 2011)

Background: Seller is in the business of designing, developing and installing integrated security solutions for the corporate and government security markets, including providing related integration technology, engineering and CAD, project management, support and related services (the Seller Business). Nexus owns 100% of the issued and outstanding capital stock of Seller and Homeland owns 83% of the issued and outstanding capital stock of Nexus on a fully-diluted basis. The parties desire that Seller sells and Buyer buys all of the Seller Business and substantially all of the related assets, all on the terms and subject to the conditions set forth in this Asset Acquisition Agreement (the Agreement).

ASSET ACQUISITION AGREEMENT BY AND BETWEEN CNX GAS COMPANY LLC as CONSOL and NOBLE ENERGY, INC. As NOBLE EXECUTED ON AUGUST 17, 2011 (August 18th, 2011)

THIS ASSET ACQUISITION AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this Agreement) is entered into the 17th day of August, 2011, between CNX GAS COMPANY LLC, a Virginia limited liability company (CONSOL), and NOBLE ENERGY, INC., a Delaware corporation (Noble). Noble and CONSOL may be referred to collectively as the Parties or individually as a Party.

Hds International Corp. – Asset Acquisition Agreement (August 17th, 2011)

This Asset Acquisition Agreement, is made and entered into as of this 15th day of August, 2011 (this Agreement) by and among Hillwinds Ocean Energy LLC, a Connecticut limited liability company (HOEL), HDS International Corp., a Nevada corporation (HDSI), and Mark Simon, the majority stockholder of HDSI (the HDSI Controlling Stockholder). HOEL, HDSI and the HDSI Controlling Stockholder shall be individually referred to herein as a Party and collectively as the Parties.

TrinityCare Senior Living – Asset Acquisition Agreement (July 1st, 2011)

THIS ASSET ACQUISITION AGREEMENT (the "Agreement") is executed as of the 28th day of June, 2011 (the "Effective Date"), by and among TrinityCare Senior Living of Pearland, LLC ("Seller"); TrinityCare Senior Living, LLC, a Texas limited liability company and member-manager of Seller ("TCSL"), Donald W. Sapaugh, Al Densen, UGHS Senior Living of Pearland, LLC, a Texas limited liability company ("Buyer"), and University General Health System, Inc., a Nevada corporation ("Parent").

TrinityCare Senior Living – Asset Acquisition Agreement (July 1st, 2011)

THIS ASSET ACQUISITION AGREEMENT (the "Agreement") is executed as of the 28th day of June, 2011 (the "Effective Date"), by and among TC Senior Living of Port Lavaca, LLC ("Seller"); TrinityCare Senior Living, LLC, a Texas limited liability company and member-manager of Seller ("TCSL"), Donald W. Sapaugh, Al Densen, UGHS Senior Living of Port Lavaca, LLC, a Texas limited liability company ("Buyer"), and University General Health System, Inc., a Nevada corporation ("Parent").

TrinityCare Senior Living – Asset Acquisition Agreement (July 1st, 2011)

THIS ASSET ACQUISITION AGREEMENT (the "Agreement") is executed as of the 30th day of June, 2011 (the "Effective Date"), by and among Autimis Medical Billing, LLC, a Texas limited liability company ("Seller"), the undersigned members of Seller ("Owners"), UGHS Autimis Coding, Inc., a Texas corporation ("Buyer"), and University General Health System, Inc., a Nevada corporation ("Parent").