Asset Purchase Agreement Sample Contracts

Cryptosign, Inc. – ASSET PURCHASE AGREEMENT Between ECOXTRACTION LLC and NEWBRIDGE GLOBAL VENTURES, INC. Dated as of February14, 2019 (February 21st, 2019)

This Asset Purchase Agreement (this "Agreement"), dated as of February 14, 2019, is entered into between ECOXTRACTION LLC, a Louisiana limited liability company ("Seller") and NEWBRIDGE GLOBAL VENTURES, INC., a Delaware corporation ("Buyer").

Aceto Corporation – ASSET PURCHASE AGREEMENT by and Among ACETO CORPORATION, ACETO AGRICULTURAL CHEMICALS CORPORATION and ACETO REALTY LLC, as Sellers, and NMC ATLAS, L.P., as Buyer Dated as of February 18, 2019 (February 20th, 2019)

This ASSET PURCHASE AGREEMENT (this "Agreement"), dated as of February 18, 2019 (the "Agreement Date"), is by and among Aceto Corporation, a New York corporation ("Parent"), Aceto Realty LLC, a New York limited liability company ("Aceto Realty"), and Aceto Agricultural Chemicals Corporation, a New York corporation ("NY Agri" and together with Parent and Aceto Realty, "Sellers" and each, a "Seller"), and NMC Atlas, L.P., a Delaware limited partnership ("Buyer"). Capitalized terms used in this Agreement and not otherwise defined above or in the text below have the meanings given to them in Section 8.16.

Asset Purchase Agreement (February 19th, 2019)

This Asset Purchase Agreement (the "Agreement") is made as of this 13 day of February, 2019 by and between Bridgeline Digital, Inc., a Delaware corporation, ("Purchaser") and Seevolution, Inc a Delaware corporation, ("Seevolution"), Celebros, Inc., a Delaware corporation and Elisha Gilboa, an individual ("Celebros", "Elisha Gilboa" collectively with Seevolution, "Seller"). Purchaser, and Seller are sometimes referred to herein individually as a "Party" and collectively as the "Parties").

XCel Brands, Inc. – Asset Purchase Agreement (February 15th, 2019)

This ASSET PURCHASE AGREEMENT (this "Agreement") is entered into as of February __, 2019, by and among H Heritage Licensing, LLC, a Delaware limited liability company and wholly owned subsidiary of Xcel, (the "Buyer"), The H Company IP, LLC, a Delaware limited liability company (the "Seller"), and House of Halston, LLC, a Delaware limited liability company and the sole member of the Seller ("Parent" and together with the Seller, the "Seller Parties"). The Seller Parties and the Buyer are referred to herein each individually as a "Party," and collectively as the "Parties."

Premier Exhibitions – Amendment NO. 2 to ASSET Purchase Agreement (February 15th, 2019)

This Amendment No. 2 to Asset Purchase Agreement (this "Amendment") is made and entered into as of February 13, 2019, by and among (i) Premier Exhibitions, Inc., a Florida corporation ("Premier"), (ii) Arts and Exhibitions International, LLC, a Florida limited liability company ("A&E"), (iii) Premier Exhibition Management LLC, a Florida limited liability company ("PEM"), (iv) Premier Exhibitions NYC, Inc., a Nevada corporation ("Premier NYC"), (v) Premier Merchandising, LLC, a Delaware limited liability company ("Premier Merch"), (vi) Premier Exhibitions International, LLC, a Delaware limited liability company ("PEI"), (vii) Dinosaurs Unearthed Corp., a Delaware corporation ("DU Corp.") (collectively with Premier, A&E, PEM, Premier NYC, Premier Merch and PEI, the "Debtor Sellers"); (viii) DinoKing Tech Inc. d/b/a Dinosaurs Unearthed, a company formed under the laws of British Columbia ("DinoKing"), (ix) RMS Titanic, Inc., a Florida corporation ("RMST"), solely for purposes of Article I

Asset Purchase Agreement (February 15th, 2019)

ASSET PURCHASE AGREEMENT, dated as of October 24, 2018 (this "Agreement"), between VERISIGN, INC., a Delaware corporation (the "Seller"), and NEUSTAR, INC., a Delaware corporation (the "Buyer").

GrowGeneration Corp. – Form of Asset Purchase Agreement (February 12th, 2019)

THIS ASSET PURCHASE AGREEMENT (the "Agreement") is made and entered into as of the day of January 26, 2019 by and among GrowGeneration California Corp., a Delaware Corporation ("Buyer") with offices at 1000 W. Mississippi, Denver CO 80223 48170 and GrowGeneration Corp., a Colorado Corporation ("Issuer") with offices at 1000 W. Mississippi, Denver CO 80223, and Palm Springs Hydroponics, Inc., a Corporation with its address located at 1301 Montalvo Way #8, Palm Springs, CA 92262 ("Seller").

ASSET PURCHASE AGREEMENT Between Northern Power Systems, Inc.; And WEG Electric Corp.; Dated as of February 11, 2019 Asset Purchase Agreement (February 12th, 2019)

This Asset Purchase Agreement (this "Agreement"), dated as of February 11, 2019, is entered into between Northern Power Systems, Inc., a Delaware corporation ("Seller" or "NPS") and WEG Electric Corp., a Georgia corporation ("Buyer" or "WEG").

GrowGeneration Corp. – Form of Asset Purchase Agreement (February 12th, 2019)

THIS ASSET PURCHASE AGREEMENT (the "Agreement") is made and entered into as of the day of January 26 2019 by and among GrowGeneration Nevada Corp., a Delaware Corporation ("Buyer") with offices at 1000 W. Mississippi, Denver CO 80223 48170 and GrowGeneration Corp., a Colorado Corporation ("Issuer") with offices at 1000 W. Mississippi, Denver CO 80223, and Reno Hydroponics, Inc., a Corporation with its address located at 5635 Riggins CT #21, Reno NV 89502 ("Seller").

Fusion Telecommunications International, Inc. – Asset Purchase Agreement (February 8th, 2019)

THIS ASSET PURCHASE AGREEMENT (this "Agreement"), dated as of February 1, 2019, is by and between Lingo Management, LLC, a Georgia limited liability company ("Buyer"), and Fusion Cloud Services, LLC (f/k/a Birch Communications, LLC), a Georgia limited liability company ("Seller"). Capitalized terms used herein have the meanings set forth in Section 1.1.

Westmoreland Resource Partners, LP – ASSET PURCHASE AGREEMENT Among WESTMORELAND RESOURCE PARTNERS, LP, OTHER SELLERS PARTY HERETO, and CCU COAL AND CONSTRUCTION, LLC as PURCHASER Dated as of February 1, 2019 (February 7th, 2019)

This ASSET PURCHASE AGREEMENT (this "Agreement"), dated as of February 1, 2019, by and among CCU Coal and Construction, LLC, an Ohio limited liability company ("Purchaser"), Westmoreland Resource Partners, LP, a Delaware limited partnership (the "Company" and a "Seller") and the directly and indirectly wholly owned subsidiaries of the Company party hereto (each a "Seller" and collectively with the Company, "Sellers").

Transdel Pharmaceuticals – Asset Purchase Agreement (February 5th, 2019)

THIS ASSET PURCHASE AGREEMENT (this "Agreement") dated as of the last date provided on the signature page (the "Effective Date"), is entered into between IMPRIMIS PHARMACEUTICALS, INC., a Delaware corporation ("Imprimis"), with a place of business at 12264 El Camino Real, Suite 350, San Diego, California 92130, and MELT Pharmaceuticals, Inc., a Nevada corporation ("Melt"), with a place of business at 12264 El Camino Real, Suite 350, San Diego, California 92130. The parties hereby agree as follows:

Retrospettiva Inc – Asset Purchase Agreement (January 29th, 2019)

This Asset Purchase Agreement ("Agreement") is dated as of January 22, 2019 ("Effective Date"), by and among Jagemann Stamping Company, a Wisconsin corporation ("Seller") and Enlight Group II, LLC, a Delaware limited liability company ("Buyer") (collectively, Buyer and Seller are individually a "Party" and collectively the "Parties").

Asset Purchase Agreement (January 28th, 2019)

This Purchase Agreement (this Agreement) is made as of this 6th day of April, 2018, between Spindle, Inc., a Nevada corporation (Buyer) and VyaPay, LLC a Delaware Limited Liability Company (the Seller).

Pioneer Power Solutions, Inc. – Termination of Asset Purchase Agreement (January 28th, 2019)

This Termination of Asset Purchase Agreement, dated as of January 16, 2019 (this "Agreement"), is entered into by and among CLEANSPARK, INC., a Nevada corporation ("Purchaser"), and PIONEER CUSTOM ELECTRIC PRODUCTS CORP., a Delaware corporation ("Seller"). All capitalized terms used and not otherwise defined herein have the meanings ascribed to them in the Purchase Agreement (as defined below).

Westmoreland Resource Partners, LP – ASSET PURCHASE AGREEMENT Among WESTMORELAND RESOURCE PARTNERS, LP, OTHER SELLERS PARTY HERETO, and SABINE PASS COAL COMPANY, LLC, as PURCHASER and MERIDA NATURAL RESOURCES, LLC, as GUARANTOR Dated as of January 22, 2019 (January 28th, 2019)
Mereo Biopharma Group plc – Addendum to Asset Purchase Agreement (January 25th, 2019)

This Addendum to Asset Purchase Agreement (Addendum) is entered into as of August 17, 2017 by and between Novartis Pharma AG, a Swiss company (Novartis) and Mereo BioPharma 2 Limited, a private limited company incorporated in England and Wales, and a wholly owned subsidiary of Mereo BioPharma Group Limited, a company incorporated in England and Wales (collectively Mereo). Hereinafter Parties shall mean Novartis and Mereo Biopharma 2, and Party shall mean either Novartis or Mereo Biopharma 2, as the context requires.

ASSET PURCHASE AGREEMENT DATED AS OF JANUARY 17, 2019 BY AND AMONG TRANSFORM HOLDCO LLC, SEARS HOLDINGS CORPORATION and ITS SUBSIDIARIES PARTY HERETO (January 24th, 2019)
Stratean Inc. – Termination of Asset Purchase Agreement (January 24th, 2019)

This Termination of Asset Purchase Agreement, dated as of January 16, 2019 (this "Agreement"), is entered into by and among CLEANSPARK, INC., a Nevada corporation ("Purchaser"), and PIONEER CUSTOM ELECTRIC PRODUCTS CORP., a Delaware corporation ("Seller"). All capitalized terms used and not otherwise defined herein have the meanings ascribed to them in the Purchase Agreement (as defined below).

Brooklyn Cheesecake & Dessrt – Asset Purchase Agreement (January 18th, 2019)

ASSET PURCHASE AGREEMENT (this "Agreement"), dated as of January 16, 2019 (the "Signing Date"), by and between Sunoco Retail LLC, a Pennsylvania limited liability company ("Seller"), and Attis Ethanol Fulton, LLC, a Georgia limited liability company ("Purchaser").

STERLING CONSOLIDATED Corp – Asset Purchase Agreement (January 17th, 2019)

THIS ASSET PURCHASE AGREEMENT dated as of January 14, 2019 by and between STERLING SEAL & SUPPLY, INC., a New Jersey corporation with an address at 1105 Green Grove Road, Neptune, New Jersey 07753 ("Buyer"), F & S DISTRIBUTORS, INC., a New Jersey corporation with an address at 55 Progress Place Unit 2, Jackson, New Jersey 08527 ("Seller"), James F. King ("Jim King"), an individual residing at 135 Greenlawns Drive, Lakewood, NJ 08701 and Jonathan D. King, an individual residing at 2207 Wilson Road, Point Pleasant, NJ 08742 ("Jon King" and collectively, with Jim King, the "Principal Shareholders"). Buyer, Seller and Principal Shareholders shall individually be referred to at times as a "Party" or together as the "Parties," and this Asset Purchase Agreement shall hereinafter be referred to as this "Agreement."

ASSET PURCHASE AGREEMENT Between SPECTRUM PHARMACEUTICALS, INC., as Seller, and ACROTECH BIOPHARMA LLC, as Buyer and AUROBINDO PHARMA USA, INC., as Parent Guarantor Dated as of January 17, 2019 (January 17th, 2019)
Asset Purchase Agreement (January 15th, 2019)

THIS ASSET PURCHASE AGREEMENT ("Agreement") is entered into and effective as of January 11, 2019, by and among GlyEco, Inc., a Nevada corporation ("GlyEco"), GlyEco Acquisition Corp #1, an Arizona corporation ("Acquisition Corp #1"), GlyEco Acquisition Corp #2, an Arizona corporation ("Acquisition Corp #2"), GlyEco Acquisition Corp #3, an Arizona corporation ("Acquisition Corp #3"), GlyEco Acquisition Corp #5, an Arizona corporation ("Acquisition Corp #5"), GlyEco Acquisition Corp #6, an Arizona corporation ("Acquisition Corp #6"), GlyEco Acquisition Corp #7, an Arizona corporation ("Acquisition Corp #7", and collectively with GlyEco, Acquisition Corp #1, Acquisition Corp #2, Acquisition Corp #3, Acquisition Corp #5 and Acquisition Corp #6, referred to herein as "Seller"), and Heritage-Crystal Clean, LLC, an Indiana limited liability company ("Purchaser").

LandStar, Inc. – Asset Purchase Agreement (January 11th, 2019)

This Asset Purchase Agreement (the "Agreement"), dated January 26, 2018, is by and between Myriad Software Productions, LLC, a North Carolina limited liability company ("Seller"); and, Data443 Risk Mitigation, Inc., a North Carolina corporation ("Buyer"). Buyer desires to purchase, and Seller wishes to sell to Buyer, the Purchased Assets (as defined herein), subject to the terms and conditions set forth below.

LandStar, Inc. – Asset Purchase Agreement (January 11th, 2019)

IN WITNESS WHEREOF, this ASSET PURCHASE AGREEMENT has been duly executed by the Parties and shall be effective as of and on the Execution Date. Each of the undersigned Parties hereby represents and warrants that it (i) has the requisite power and authority to enter into and carry out the terms and conditions of this Agreement, as well as all transactions contemplated hereunder; and, (ii) it is duly authorized and empowered to execute and deliver this Agreement.

Asset Purchase Agreement (January 9th, 2019)

This Asset Purchase Agreement (this Agreement) entered into as of January 3, 2019, by and between Issuer Direct Corporation, a Delaware corporation (the Buyer), and Onstream Media Corporation, a Florida corporation (the Seller). The Buyer and the Seller are referred to collectively herein as the Parties.

Asset Purchase Agreement (January 7th, 2019)
Super League Gaming, Inc. – Asset Purchase Agreement (January 4th, 2019)

This ASSET PURCHASE AGREEMENT (the "Agreement") is made and entered into as of June 22, 2018 ("Execution Date"), by and between Super League Gaming, Inc., a Delaware corporation, on the one and (the "Purchaser" or "SLG"), and Minehut, a sole proprietorship, on the other hand ("Minehut" or "Seller"). The Purchaser and the Seller may be referred to collectively herein as the "Parties" and individually as a "Party."

Issuer Direct Corp – Asset Purchase Agreement (January 3rd, 2019)

This Asset Purchase Agreement (this "Agreement") entered into as of January 3, 2019, by and between Issuer Direct Corporation, a Delaware corporation (the "Buyer"), and Onstream Media Corporation, a Florida corporation (the "Seller"). The Buyer and the Seller are referred to collectively herein as the "Parties."

Fortress Intl Group Inc – Asset Purchase Agreement (January 3rd, 2019)

This Asset Purchase Agreement (the "Agreement") is entered into as of December 28, 2018 (the "Effective Date"), by and among Innovative Power Systems, Inc., a Virginia corporation ("Seller"), TSS, Inc., a Delaware corporation ("TSS"), and Innovative Power, LLC, a Virginia limited liability company ("Buyer").

Grid Petroleum Corp. – ASSET PURCHASE AGREEMENT Satel Group, Inc. And Simlatus Corp. (December 31st, 2018)

This Asset Purchase Agreement (the "Agreement") is made as of the 13th day of November 2018 by and between, Simlatus Corp. ("SIML"), a Nevada corporation ("Buyer"), and Satel Group, Inc., a Nevada Corporation ("Seller").

Neighborhood Connections – Asset Purchase Agreement (December 19th, 2018)

This Asset Purchase Agreement is entered into as of December 17, 2018, by and among ReShape Lifesciences Inc., a Delaware corporation (the "ReShape"), and Apollo Endosurgery, Inc., a Delaware corporation ("Apollo"). Certain capitalized terms used in this Agreement are defined in Exhibit A. ReShape and Apollo are referred to in this Agreement collectively as the "Parties," and individually as a "Party."

ASSET PURCHASE AGREEMENT Among: RESHAPE LIFESCIENCES INC., a Delaware Corporation and APOLLO ENDOSURGERY, INC., a Delaware Corporation (December 19th, 2018)

THIS ASSET PURCHASE AGREEMENT is entered into as of December 17, 2018, by and among RESHAPE LIFESCIENCES INC., a Delaware corporation (the ReShape), and Apollo Endosurgery, Inc., a Delaware corporation (Apollo). Certain capitalized terms used in this Agreement are defined in Exhibit A. ReShape and Apollo are referred to in this Agreement collectively as the Parties, and individually as a Party.

SkyWest, Inc. – ASSET PURCHASE AGREEMENT Dated as of December 17, 2018 by and Among UNITED AIRLINES, INC. And EXPRESSJET AIRLINES, INC. (December 18th, 2018)

THIS ASSET PURCHASE AGREEMENT (together with the Exhibits and Schedules attached hereto, this Agreement) is dated as of December 17, 2018 (the Execution Date), by and among UNITED AIRLINES, INC., a Delaware corporation (Buyer), EXPRESSJET AIRLINES, INC., a Utah corporation (Seller and, together with Buyer, the parties), and, solely for purposes of Section 2.05, Section 6.02 and Section 10.02, SKYWEST, INC., a Utah corporation (SkyWest).

Asset Purchase Agreement (December 18th, 2018)

This Asset Purchase Agreement (this "Agreement"), dated as of December 17, 2018, is entered into between ISM Connect, LLC, a Nevada limited liability company ("Seller") and Smith Micro Software, Inc., a Delaware corporation ("Buyer").