Asset And Stock Purchase Agreement Sample Contracts

ASSET AND STOCK PURCHASE AGREEMENT Dated as of September 1, 2017 Between EMERSON ELECTRIC CO. And CLOSETMAID ACQUISITION CORP. (September 8th, 2017)

AGREEMENT (this "Agreement") dated as of September 1, 2017 between Emerson Electric Co., a Missouri corporation ("Seller"), and ClosetMaid Acquisition Corp., a Delaware corporation ("Buyer").

ASSET AND STOCK PURCHASE AGREEMENT Dated as of June 29, 2016 Between V.F. Corporation and Delta Galil Industries Ltd. (June 30th, 2016)

ASSET AND STOCK PURCHASE AGREEMENT (this Agreement) dated as of June 29, 2016 between V.F. Corporation, a Pennsylvania corporation (Seller), and Delta Galil Industries Ltd., a corporation organized under the laws of Israel (Buyer).

Atlas Energy Group, LLC – Third Amended and Restated Limited Liability Company Agreement of Atlas Energy Group, Llc (March 2nd, 2015)

THIS THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ATLAS ENERGY GROUP, LLC, dated as of February 27, 2015 is executed and agreed to by Atlas Energy, L.P., a Delaware limited partnership (the Initial Member), as the sole member of the Company as of the date hereof, together with any other Persons who become Members in the Company or parties hereto as provided herein.

Asset and Stock Purchase Agreement (March 2nd, 2015)

THIS ASSETS AND STOCK PURCHASE AGREEMENT is entered into as of February 27, 2015, (the "Agreement"), by and among FutureWorld Corporation, a Delaware Corporation (referred to by name, "FWDG" or as "Seller"), and Infrax Systems, Inc., a Nevada corporation (referred to as ""Corporation," "IFXY", or "Buyer" and jointly referred to as the "Parties").

Hathaway – Asset and Stock Purchase Agreement (March 2nd, 2015)

THIS ASSETS AND STOCK PURCHASE AGREEMENT is entered into as of February 27, 2015, (the "Agreement"), by and among FutureWorld Corporation, a Delaware Corporation (referred to by name, "FWDG" or as "Seller"), and Infrax Systems, Inc., a Nevada corporation (referred to as ""Corporation," "IFXY", or "Buyer" and jointly referred to as the "Parties").

AMENDED AND RESTATED ASSET AND STOCK PURCHASE AGREEMENT Dated as of January 30, 2015 Between EMERSON ELECTRIC CO. And REGAL BELOIT CORPORATION (February 4th, 2015)

AGREEMENT (this Agreement) dated as of January 30, 2015 between Emerson Electric Co., a Missouri corporation (Seller), and Regal Beloit Corporation, a Wisconsin corporation (Buyer).

ASSET AND STOCK PURCHASE AGREEMENT Dated as of December 13, 2014 Between EMERSON ELECTRIC CO. And REGAL BELOIT CORPORATION (December 15th, 2014)
ASSET AND STOCK PURCHASE AGREEMENT Dated as of May 15, 2014 by and Between DARDEN RESTAURANTS, INC. And (May 23rd, 2014)

This ASSET AND STOCK PURCHASE AGREEMENT (this "Agreement") dated as of May 15, 2014 by and between DARDEN RESTAURANTS, INC., a Florida corporation ("Seller"), and RL Acquisition, LLC, a Delaware limited liability company ("Buyer"). Each of Seller and Buyer is referred to herein as a "Party" and collectively as the "Parties".

ASSET AND STOCK PURCHASE AGREEMENT Dated as of May 15, 2014 by and Between DARDEN RESTAURANTS, INC. And (May 21st, 2014)

This ASSET AND STOCK PURCHASE AGREEMENT (this "Agreement") dated as of May 15, 2014 by and between DARDEN RESTAURANTS, INC., a Florida corporation ("Seller"), and RL Acquisition, LLC, a Delaware limited liability company ("Buyer"). Each of Seller and Buyer is referred to herein as a "Party" and collectively as the "Parties".

ASSET AND STOCK PURCHASE AGREEMENT AMONG OMG HARJAVALTA CHEMICALS HOLDING BV, OMG AMERICAS, INC., OM GROUP, INC., KOBOLTTI CHEMICALS HOLDINGS LIMITED And, Solely for Purposes of Section 10.13 and Exhibit A, FREEPORT-MCMORAN CORPORATION (May 2nd, 2013)
ASSET AND STOCK PURCHASE AGREEMENT AMONG OMG HARJAVALTA CHEMICALS HOLDING BV, OMG AMERICAS, INC., OM GROUP, INC., KOBOLTTI CHEMICALS HOLDINGS LIMITED And, Solely for Purposes of Section 10.13 and Exhibit A, FREEPORT-MCMORAN CORPORATION (February 28th, 2013)
Igambit Inc – Asset and Stock Purchase Agreement (January 7th, 2013)
Smith (A.O.) Corporation – ASSET AND STOCK PURCHASE AGREEMENT Dated as of December 12, 2010 by and Between A. O. SMITH CORPORATION and REGAL BELOIT CORPORATION (December 15th, 2010)

This ASSET AND STOCK PURCHASE AGREEMENT (this Agreement) dated as of December 12, 2010 by and between A. O. SMITH CORPORATION, a Delaware corporation (Seller), and REGAL BELOIT CORPORATION, a Wisconsin corporation (Buyer). Each of Seller and Buyer is referred to herein as a Party and collectively as the Parties.

ASSET AND STOCK PURCHASE AGREEMENT Dated as of December 12, 2010 by and Between A. O. SMITH CORPORATION and REGAL BELOIT CORPORATION (December 15th, 2010)

This ASSET AND STOCK PURCHASE AGREEMENT (this Agreement) dated as of December 12, 2010 by and between A. O. SMITH CORPORATION, a Delaware corporation (Seller), and REGAL BELOIT CORPORATION, a Wisconsin corporation (Buyer). Each of Seller and Buyer is referred to herein as a Party and collectively as the Parties.

Sensata Technologies Holding N.V. – ASSET AND STOCK PURCHASE AGREEMENT BY AND AMONG SENSATA TECHNOLOGIES, INC., HONEYWELL CO. LTD., HONEYWELL SPOL S.R.O., HONEYWELL AEROSPACE S.R.O., HONEYWELL (CHINA) CO. LTD., HONEYWELL AUTOMATION INDIA LIMITED, HONEYWELL JAPAN INC. HONEYWELL CONTROL SYSTEMS LIMITED HONEYWELL GMBH AND HONEYWELL INTERNATIONAL INC. October 28, 2010 (November 3rd, 2010)

THIS ASSET AND STOCK PURCHASE AGREEMENT (this Agreement) is made this 28th day of October, 2010, by and among Sensata Technologies, Inc., a Delaware corporation (Purchaser), Honeywell International Inc., a Delaware corporation (Honeywell), Honeywell Co. Ltd., a Korea company (HON Korea), Honeywell spol s.r.o., a Czech Republic company (HON Czech), Honeywell Aerospace s.r.o., a Czech Republic company (HON Czech Aero), Honeywell (China) Co. Ltd., a China company (HON China), Honeywell Automation India Limited, an India company (HON India), Honeywell Control Systems Limited, an England company (HON England), Honeywell GmbH, a Germany company (HON Germany), Honeywell Japan Inc., a Japan company (HON Japan) and collectively with Honeywell, HON Korea, HON Czech, HON Czech Aero, HON China, HON India, HON England and HON Germany, but excluding the Purchased Entities (as defined below), the Sellers).

Sensata Technologies Holding N.V. – ASSET AND STOCK PURCHASE AGREEMENT BY AND AMONG SENSATA TECHNOLOGIES, INC., HONEYWELL CO. LTD., HONEYWELL SPOL S.R.O., HONEYWELL AEROSPACE S.R.O., HONEYWELL (CHINA) CO. LTD., HONEYWELL AUTOMATION INDIA LIMITED, HONEYWELL JAPAN INC. HONEYWELL CONTROL SYSTEMS LIMITED HONEYWELL GMBH AND HONEYWELL INTERNATIONAL INC. October 28, 2010 (October 29th, 2010)

THIS ASSET AND STOCK PURCHASE AGREEMENT (this Agreement) is made this 28th day of October, 2010, by and among Sensata Technologies, Inc., a Delaware corporation (Purchaser), Honeywell International Inc., a Delaware corporation (Honeywell), Honeywell Co. Ltd., a Korea company (HON Korea), Honeywell spol s.r.o., a Czech Republic company (HON Czech), Honeywell Aerospace s.r.o., a Czech Republic company (HON Czech Aero), Honeywell (China) Co. Ltd., a China company (HON China), Honeywell Automation India Limited, an India company (HON India), Honeywell Control Systems Limited, an England company (HON England), Honeywell GmbH, a Germany company (HON Germany), Honeywell Japan Inc., a Japan company (HON Japan) and collectively with Honeywell, HON Korea, HON Czech, HON Czech Aero, HON China, HON India, HON England and HON Germany, but excluding the Purchased Entities (as defined below), the Sellers).

Sensata Technologies B.V. – ASSET AND STOCK PURCHASE AGREEMENT BY AND AMONG SENSATA TECHNOLOGIES, INC., HONEYWELL CO. LTD., HONEYWELL SPOL S.R.O., HONEYWELL AEROSPACE S.R.O., HONEYWELL (CHINA) CO. LTD., HONEYWELL AUTOMATION INDIA LIMITED, HONEYWELL JAPAN INC. HONEYWELL CONTROL SYSTEMS LIMITED HONEYWELL GMBH AND HONEYWELL INTERNATIONAL INC. October 28, 2010 (October 29th, 2010)

THIS ASSET AND STOCK PURCHASE AGREEMENT (this Agreement) is made this 28th day of October, 2010, by and among Sensata Technologies, Inc., a Delaware corporation (Purchaser), Honeywell International Inc., a Delaware corporation (Honeywell), Honeywell Co. Ltd., a Korea company (HON Korea), Honeywell spol s.r.o., a Czech Republic company (HON Czech), Honeywell Aerospace s.r.o., a Czech Republic company (HON Czech Aero), Honeywell (China) Co. Ltd., a China company (HON China), Honeywell Automation India Limited, an India company (HON India), Honeywell Control Systems Limited, an England company (HON England), Honeywell GmbH, a Germany company (HON Germany), Honeywell Japan Inc., a Japan company (HON Japan) and collectively with Honeywell, HON Korea, HON Czech, HON Czech Aero, HON China, HON India, HON England and HON Germany, but excluding the Purchased Entities (as defined below), the Sellers).

Geopharma Inc – Asset and Stock Purchase Agreement (August 6th, 2010)

THIS ASSET AND STOCK PURCHASE AGREEMENT is made and entered into as of August 2, 2010 by and among Belcher Pharmaceuticals, Inc., a Florida corporation (Seller), GeoPharma, Inc., a Florida corporation (GeoPharma), and Belcher Pharmaceuticals Acquisition, LLC, a Florida limited liability company (Buyer).

ASSET AND STOCK PURCHASE AGREEMENT Among TEREX CORPORATION and BUCYRUS INTERNATIONAL, INC. Dated as of December 20, 2009 (February 22nd, 2010)

This ASSET AND STOCK PURCHASE AGREEMENT, dated as of December 20, 2009, by and between Terex Corporation, a company organized under the laws of Delaware (Seller Parent), and Bucyrus International, Inc., a company organized under the laws of Delaware (Buyer).

ARTICLE v Covenants and Agreements (January 20th, 2010)
HYBRID Coating Technologies Inc. – Asset and Stock Purchase Agreement (July 7th, 2009)

This ASSET AND STOCK PURCHASE AGREEMENT (the Agreement), is made as of this 30th day of June, 2009, by and among EPOD Solar Inc., a corporation organized under the laws of the province of British Columbia, Canada (the Parent), Epod Solar (Wales) Limited, a corporation organized under the Companies Act 1985 (Company Registration Number 04645882) (Epod UK), EPOD Industries Inc., a corporation organized under the laws of British Columbia (Epod Industries), and Allora Minerals Inc., a Nevada corporation (the Buyer).

Emrise – ASSET AND STOCK PURCHASE AGREEMENT by and Among ELECTRO SWITCH CORP. And ESC WORLDWIDE, INC. And EMRISE ELECTRONICS CORPORATION and EMRISE CORPORATION Dated March 20, 2009 (March 26th, 2009)

THIS ASSET AND STOCK PURCHASE AGREEMENT (the Agreement) is made as of March 20, 2009, by and between Electro Switch Corp., a Delaware corporation (Buyer), ESC Worldwide, Inc., a Massachusetts corporation (Stock Buyer), EMRISE Electronics Corporation, a New Jersey corporation (Seller), and EMRISE Corporation, a Delaware corporation (Parent). Buyer, Stock Buyer, Seller and Parent are referred to collectively as the Parties, and each individually as a Party.

ASSET AND STOCK PURCHASE AGREEMENT Among INGERSOLL-RAND COMPANY LIMITED ON BEHALF OF ITSELF AND THE OTHER SELLERS NAMED HEREIN and DOOSAN INFRACORE CO., LTD. And DOOSAN ENGINE CO., LTD. ON BEHALF OF THEMSELVES AND THE OTHER BUYERS NAMED HEREIN Dated as of July 29, 2007 (July 31st, 2007)

This ASSET AND STOCK PURCHASE AGREEMENT, dated as of July 29, 2007, is entered into by and among INGERSOLL-RAND COMPANY LIMITED, a company organized under the laws of Bermuda ("IR"), on behalf of itself, the stock sellers set forth on Exhibit A (the "Stock Sellers") and the asset sellers set forth on Exhibit A (the "Asset Sellers"; and collectively with IR and the Stock Sellers, the "Sellers"), on the one hand, and DOOSAN INFRACORE CO., LTD., a company organized under the laws of the Republic of Korea and DOOSAN ENGINE CO., LTD., a company organized under the laws of the Republic of Korea ("Buyer Parents"), on behalf of themselves, the stock buyers set forth on Exhibit A (the "Stock Buyers") and the asset buyers set forth on Exhibit A (the "Asset Buyers"; and collectively with Buyer Pa

ASSET AND STOCK PURCHASE AGREEMENT Among INGERSOLL-RAND COMPANY LIMITED ON BEHALF OF ITSELF AND THE OTHER SELLERS NAMED HEREIN and AB VOLVO (PUBL) ON BEHALF OF ITSELF AND THE OTHER BUYERS NAMED HEREIN Dated as of February 27, 2007 (February 28th, 2007)

This ASSET AND STOCK PURCHASE AGREEMENT, dated as of February 27, 2007, among INGERSOLL-RAND COMPANY LIMITED, a company organized under the Laws of Bermuda ("IR"), on behalf of itself and on behalf of its Affiliates who sell Acquired Assets pursuant to this Agreement (the "Asset Sellers") and on behalf of its Affiliates who sell Sold Shares pursuant to this Agreement (the "Stock Sellers", IR, the Asset Sellers and the Stock Sellers are collectively referred to as the "Sellers"), and AB VOLVO (PUBL), a company organized under the Laws of Sweden ("Buyer Parent"), on behalf of itself and on behalf of its Affiliates who purchase Sold Shares pursuant to this Agreement (the "Stock Buyers") and on behalf of its Affiliates who purchase Acquired Assets pursuant to this Agreement (the "Asset Buyers"; and collectively with Buyer Parent a

Atlas Group – ASSET AND STOCK PURCHASE AGREEMENT January 19, 2006 (January 25th, 2007)
Sensata Technologies B.V. – Amendment No. 1 to Asset and Stock Purchase Agreement (January 24th, 2007)

AMENDMENT NO. 1 (this Amendment), dated as of March 30, 2006 to the Asset and Stock Purchase Agreement, between Texas Instruments Incorporated (Seller) and S&C Purchase Corp., dated as of January 8, 2006 (The Agreement).

Sensata Technologies B.V. – Amendment No. 2 to Asset and Stock Purchase Agreement (December 29th, 2006)

AMENDMENT NO. 2 (this Amendment), dated as of April 27, 2006 to the Asset and Stock Purchase Agreement, between Texas Instruments Incorporated (Seller) and S&C Purchase Corp., dated as of January 8, 2006 (as amended, the Agreement).

Sensata Technologies B.V. – ASSET AND STOCK PURCHASE AGREEMENT Dated as of January 8, 2006 Between TEXAS INSTRUMENTS INCORPORATED and S&C PURCHASE CORP. (December 29th, 2006)

AGREEMENT (this Agreement) dated as of January 8, 2006 between Texas Instruments Incorporated, a Delaware corporation (Seller), and S&C Purchase Corp., a Delaware corporation (Buyer).

Asset and Stock Purchase Agreement (February 27th, 2006)

ASSET AND STOCK PURCHASE AGREEMENT (including the Exhibits and Schedules hereto, this Agreement), dated as of the 15th day of November, 2005, by and among Phelps Dodge Corporation, a New York corporation (PDC), Phelps Dodge Industries, Inc., a Delaware corporation (PDI and together with PDC, the Sellers, and each a Seller) and Rea Magnet Wire Company, Inc., a Delaware corporation (the Purchaser).

ASSET AND STOCK PURCHASE AGREEMENT Dated as of January 8, 2006 Between TEXAS INSTRUMENTS INCORPORATED and S&C PURCHASE CORP. (January 11th, 2006)

PAGE Section 3.18. Employee Benefit Plans 35 Section 3.19. Employee and Labor Matters 36 Section 3.20. Environmental Compliance 36 Section 3.21. Insurance 37 Section 3.22. Customer and Supplier Relationships 37 Section 3.23. Product Warranty and Liability 38 ARTICLE 4 REPRESENTATIONS AND WARRANTIES OF BUYER Section 4.01. Corporate Existence and Power 38 Section 4.02. Corporate Authorization 38 Section 4.03. Governmental Authorization 39 Section 4.04. N

ASSET AND STOCK PURCHASE AGREEMENT Between TERADYNE, INC. ON BEHALF OF ITSELF AND THE OTHER SELLERS NAMED HEREIN and AMPHENOL CORPORATION ON BEHALF OF ITSELF AND THE OTHER BUYERS NAMED HEREIN Dated as of October 10, 2005 (October 11th, 2005)

AGREEMENT, dated as of October 10, 2005, among TERADYNE, INC., a Massachusetts corporation (Seller Parent), on behalf of itself, the stock sellers set forth on Exhibit A (the Stock Sellers) and the asset sellers set forth on Exhibit A (the Asset Sellers; and collectively with Seller Parent and the Stock Sellers, the Sellers), AMPHENOL CORPORATION, a Delaware corporation (Buyer Parent), on behalf of itself, the stock buyers set forth on Exhibit A (the Stock Buyers) and the asset buyers set forth on Exhibit A (the Asset Buyers; and collectively with Buyer Parent and the Stock Buyers, the Buyers).

ASSET AND STOCK PURCHASE AGREEMENT Between TERADYNE, INC. ON BEHALF OF ITSELF AND THE OTHER SELLERS NAMED HEREIN and AMPHENOL CORPORATION ON BEHALF OF ITSELF AND THE OTHER BUYERS NAMED HEREIN Dated as of October 10, 2005 (October 11th, 2005)

AGREEMENT, dated as of October 10, 2005, among TERADYNE, INC., a Massachusetts corporation (Seller Parent), on behalf of itself, the stock sellers set forth on Exhibit A (the Stock Sellers) and the asset sellers set forth on Exhibit A (the Asset Sellers; and collectively with Seller Parent and the Stock Sellers, the Sellers), AMPHENOL CORPORATION, a Delaware corporation (Buyer Parent), on behalf of itself, the stock buyers set forth on Exhibit A (the Stock Buyers) and the asset buyers set forth on Exhibit A (the Asset Buyers; and collectively with Buyer Parent and the Stock Buyers, the Buyers).

American Energy Prod – Asset and Stock Purchase Agreement (May 28th, 2004)

This Asset Purchase Agreement (Agreement) is entered into as of the 1st day of January 2004 (Effective Date) between PRODUCTION RESOURCES, INC. (PRI) EARL R. WALKER (Walker) and American Energy Production Inc. (Purchaser)

Georgia-Pacific Corp – Amendment No. 1 to Asset and Stock Purchase Agreement (May 21st, 2004)

AMENDMENT NO. 1, dated as of May 7, 2004 (this Amendment), by and among Koch Cellulose, LLC, a Delaware limited liability company (Purchaser), Georgia-Pacific Corporation, a Georgia corporation (Seller), Leaf River Forest Products, Inc., a Delaware corporation (LRFP), LRC Timber, Inc., a Delaware corporation (LRCT), Old Augusta Railroad Company, a Mississippi corporation (OAR), Georgia-Pacific-Asia (H.K.) Limited, a Hong Kong private limited company (GPHK), and Georgia-Pacific GmbH, a Swiss limited liability company (GPGmbH), to the Asset and Stock Purchase Agreement, dated as of February 26, 2004, by and among Purchaser, LRFP, LRCT, OAR, GPHK and GPGmbH (the Purchase Agreement, as amended by the Amendment, the Agreement). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Agreement, and all references to Articles, Sections and Schedules herein are references to Articles and Sections of, and Schedules to, the Agreement.

Georgia-Pacific Corp – Asset and Stock Purchase Agreement Among Koch Cellulose, Llc, Georgia-Pacific Corporation, Leaf River Forest Products, Inc., Lrc Timber, Inc., Old Augusta Railroad Company, Georgia-Pacific Asia (Hong Kong) Ltd., and Georgia-Pacific Gmbh (May 21st, 2004)