Definitive Agreement Sample Contracts

as Purchaser and BCE INC. as Company
Definitive Agreement • July 5th, 2007 • Ontario Teachers Pension Plan Board • Telephone communications (no radiotelephone) • Quebec
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SECURITIES EXCHANGE AGREEMENT
Definitive Agreement • August 29th, 2022 • British Columbia

PI FINANCIAL CORP., a corporation existing under the laws of British Columbia, solely for purposes of Section 2.4 and Article 10

DEFINITIVE AGREEMENT
Definitive Agreement • August 31st, 2011 • Clean Transportation Group, Inc. • Services-automotive repair, services & parking • Utah

THIS DEFINITIVE AGREEMENT made this 13th day of May, 2011 shall replace and supersede any prior Agreement by and among the parties.

AMENDED AND RESTATED SECURITIES EXCHANGE AGREEMENT
Definitive Agreement • November 5th, 2021 • INX LTD • Security & commodity brokers, dealers, exchanges & services • British Columbia

PI FINANCIAL CORP., a corporation existing under the laws of British Columbia, solely for purposes of Section 2.4 and Article 10

THIRD AMENDMENT TO DEFINITIVE AGREEMENT
Definitive Agreement • June 14th, 2013 • Onconova Therapeutics, Inc. • Pharmaceutical preparations

This Third Amendment to Agreement, effective January 15, 2013, is by and between THE LEUKEMIA & LYMPHOMA SOCIETY (“LLS”), a Delaware corporation, business at 1311 Mamaroneck Ave, White Plains, NY and ONCONOVA THERAPEUTICS (“ONCONOVA”), a Delaware corporation having its principal place of business at 375 Pheasant Run, Newtown, PA.

SECOND AMENDMENT TO DEFINITIVE AGREEMENT
Definitive Agreement • June 14th, 2013 • Onconova Therapeutics, Inc. • Pharmaceutical preparations

This Second Amendment to Definitive Agreement, effective May 29, 2012, is by and between THE LEUKEMIA & LYMPHOMA SOCIETY (“LLS”), a New York non-profit corporation, having its principal place of business at 1311 Mamaroneck Ave, White Plains, NY and ONCONOVA THERAPEUTICS, INC. (“ONCONOVA,” or “Company”), a Delaware corporation having its principal place of business at 375 Pheasant Run, Newtown, PA.

DEFINITIVE AGREEMENT
Definitive Agreement • January 30th, 2013 • Celator Pharmaceuticals Inc • Pharmaceutical preparations • New York

This Definitive Agreement (the “Agreement”) is made as of the 27th day of June, 2012 (the “Effective Date”) by and between The Leukemia and Lymphoma Society, a New York nonprofit corporation with its principal place of business at 1311 Mamaroneck Avenue, White Plains, New York 10605, United States of America (“LLS”) and Celator Pharmaceuticals, Inc., a Delaware corporation with its principal place of business at 303B College Road East, Princeton, NJ 08540 (“Company”). LLS and Company are sometimes hereinafter referred to individually as the “Party” and together as the “Parties”.

DEFINITIVE AGREEMENT FOR THE EXCHANGE OF COMMON STOCK
Definitive Agreement • September 27th, 2013 • UNIWELL ELECTRONIC Corp • Services-prepackaged software

The Effective Closing Date of this Definitive Agreement dated this 21st day of August, 2013 shall be September, 30th 2013 between Uniwell Electronic Corporation, 1896 Stoneybrook Court, Mississauga, Ontario, Canada L5L 3W2 and Uniwell Electronic Corporation and Uniwell Electronic Corporation shareholders (hereinafter referred to as “The Buyers") and , Kevin Wu, representing Analytica Bioenergy, Inc. (Taiwan) and shareholders of Analytica Bioenergy, Inc. (hereinafter referred to as “The Sellers") The Buyers will receive from The Sellers One Hundred Percent (100%) interest in all Rights and Assets owned by The Sellers in said company. The Assets to be transferred to The Buyers from The Sellers shall be effective as of the date stated herein.

Definitive Agreement for Strategic Alliance with Roivant Sciences
Definitive Agreement • November 1st, 2019

This material contains forecasts, projections, targets, plans, and other forward-looking statements regarding the Group’s financial results and other data. Such forward-looking statements are based on the Company’s assumptions, estimates, outlook, and other judgments made in light of information available at the time of preparation of such statements and involve both known and unknown risks and uncertainties.

DEFINITIVE AGREEMENT FOR THE SALE OF A PLOT IN GREECE
Definitive Agreement • December 24th, 2018

Plaza Centers N.V. (“Plaza” or the “Company”) announces today, further to the Company's updated cash flow published by the Company on December 13, 2018, that it has signed a definitive agreement for the sale of its (indirectly) 100% stake (on an "as is" basis) in a circa 15,000 sqm plot in Athens, Greece, for a total gross amount of EUR 1,050,000 (out of which EUR 300,000 has already been received as advance payments during 2017).

CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. DOUBLE ASTERISKS DENOTE SUCH OMISSIONS. DEFINITIVE AGREEMENT
Definitive Agreement • June 14th, 2013 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York

This Definitive Agreement (the “Agreement”) is made as of the 12th day of May, 2010 (the “Effective Date”) by and between The Leukemia and Lymphoma Society, a New York nonprofit corporation with its principal place of business at 1311 Mamaroneck Avenue, White Plains, New York 10605, United States of America (“LLS”) and Onconova Therapeutics, Inc., a Delaware corporation with its principal place of business at 375 Pheasant Run, Newtown, PA 18940 (“Company”). LLS and Company are sometimes hereinafter referred to individually as the “Party” and together as the “Parties”.

DEFINITIVE AGREEMENT by and between METWOOD, INC., as Seller and EMERGE NUTRACEUTICALS, INC., as Buyer dated as of June 28, 2019 DEFINITIVE AGREEMENT
Definitive Agreement • August 5th, 2021 • Emerge Health International Inc • Fabricated structural metal products • Florida

This Definitive Agreement (this “Agreement”), dated as of June 28, 2019, is entered into between METWOOD, INC., a Nevada corporation (“Seller” or “MTWD”), and EMERGE NUTRACEUTICALS,

The Power Corporation Act
Definitive Agreement • October 2nd, 2013 • Manitoba

WHEREAS, MH and SaskPower are the owners and operators of electric generation and transmission facilities and both are engaged in the generation, transmission, distribution and sale of electric energy;

Definitive Agreement with Lake Victoria Gold Ltd
Definitive Agreement • August 10th, 2016
EXHIBIT 2.1 Amendment to Definitive Agreement This Amendment is to restate and clarify the terms and conditions of the Definitive Agreement first executed on August 9, 2002 and approved by TransAmerican Holdings, Inc. as of August 15, 2002 (hereafter...
Definitive Agreement • November 4th, 2002 • Transamerican Holdings Inc • Non-operating establishments

This Amendment is to restate and clarify the terms and conditions of the Definitive Agreement first executed on August 9, 2002 and approved by TransAmerican Holdings, Inc. as of August 15, 2002 (hereafter referred to as the "Agreement") by and between TransAmerican and Dr. Hilmi Kaseem Al Turky and Mr. Saeb Al Houssary, owners of a tourist project located in Sahel Alma, Kesrwas (hereafter referred to as "the Tourist Project").

Contract
Definitive Agreement • December 26th, 2018 • Galenfeha, Inc. • Services-engineering services
DEFINITIVE AGREEMENT FOR THE SALE OF PLOT OF LAND IN MIERCUREA CIUC, ROMANIA
Definitive Agreement • July 10th, 2019

Plaza Centers N.V. (“Plaza” or the “Company”) announced today, further to its announcement dated April 1, 2019, that its Romanian subsidiary, North Gate Plaza SRL, has signed a definitive agreement for the sale (on an "as is" basis) of its plot of land totaling approximately 37,000 sqm in Miercurea Ciuc, Romania, for a total amount of EUR 1,580,000 (out of which EUR 360,000 has already been received as advance payments).

November 28, 2005 Viking Energy Royalty Trust Viking Holdings Inc. 400, 333 - 5th Avenue S.W. Calgary, Alberta T2P 0L4 Attention: John Zahary President and Chief Executive Officer Gentlemen: Re: Proposed Business Combination This letter sets forth the...
Definitive Agreement • December 16th, 2005 • Harvest Energy Trust • Crude petroleum & natural gas

("Operations"), Viking Energy Royalty Trust ("Viking") and Viking Holdings Inc. ("Holdings") with respect to a proposed transaction (the "Transaction") to combine Harvest and Viking (the "New Trust").

Re: Non-Binding Letter of Intent to Purchase Icelandic Glacial™ natural spring water brand.
Definitive Agreement • June 8th, 2016 • Mix 1 Life, Inc. • Pharmaceutical preparations

This Non-Binding Letter of Intent ("LOI") outlines the proposal by and between Mix 1 Life,Inc.,a Nevada corporation (hereinafter the "Company" or "Mix 1 Life"), and Icelandic Water Holdings hf, aIcelandic corporation (hereinafter "Icelandic"), whereby Mix 1 Life will acquire from Icelandic 100% of the ownership interests in Icelandic Glacial™ natural spring water brand including additional assets described below in Schedule A.

DEFINITIVE AGREEMENT SIGNED FOR MILLENNIUM COBALT PROJECT‌
Definitive Agreement • September 28th, 2017

The Definitive Agreement between the Parties details the operating terms and conditions for GEMC to enter into a three-year option to purchase a staged interest of up to 75% interest in the Millennium project tenements upon making project related expenditures.

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Definitive Agreement to Acquire 1091 Pictures Signed by Chicken Soup for the Soul Entertainment
Definitive Agreement • March 3rd, 2022 • Chicken Soup for the Soul Entertainment, Inc. • Services-allied to motion picture production

COS COB, CT – March 2, 2022 – Chicken Soup for the Soul Entertainment, Inc. (Nasdaq: CSSE) (“the Company”), one of the largest operators of streaming advertising-supported video-on-demand (“AVOD”) networks, today announced the signing of a definitive agreement to acquire the assets of 1091 Media, LLC comprising its distribution business known as “1091 Pictures”.

DEFINITIVE AGREEMENT by and among WOD MARKET LLC [THE CONTROLLING MEMBERS OF WOD MARKET LLC] AND ELITE DATA SERVICES INC. [THE CONTROLLING STOCKHOLDERS OF ELITE DATA SERVICES INC.] dated as of August 26, 2016 DEFINITIVE AGREEMENT
Definitive Agreement • September 2nd, 2016 • Elite Data Services, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Florida

THIS DEFINITIVE AGREEMENT, dated as of August 26, 2016 (this "Agreement") by and among WOD MARKET LLC, a Colorado limited liability company ("WOD"), and the entities and/or individuals listed on Schedule 1.1 attached hereto (collectively, the "WOD Controlling Members"), and ELITE DATA SERVICES INC., a Florida corporation publicly-traded on the US Over-the-Counter (OTC) Stock Exchange ("DEAC" and "Company"), and the entity listed on Schedule 1.1 (together, the "DEAC Controlling Shareholders") (collectively referred to as the "Parties").

DEFINITIVE AGREEMENT
Definitive Agreement • October 12th, 2022 • Immune Therapeutics, Inc. • Pharmaceutical preparations

THIS INTELLECTUAL PROPERTY LICENSE AGREEMENT (the “Agreement”), effective September 30, 2022 (the “Effective Date”), is entered into by Immune Therapeutics, Inc., a corporation duly organized and existing under the laws of the state of Florida, having a principal place of business at 2431 Aloma Ave, Winter Park, Florida (herein referred to as IMUN or “Licensee”), and TaiwanJ Pharmaceuticals a Taiwan corporation having a principal place of business 3F-4, No6-1 Sec2 ShenYi Rd, Chubei, Hsinchu, Taiwan (herein referred to as “TPEX” or “Licensor”). IMUN and TPEX are sometimes hereinafter referred to as a party (collectively “Parties”) to this Agreement.

AMENDMENT NO.1 TO DEFINITIVE AGREEMENT
Definitive Agreement • October 29th, 2010 • Mount Knowledge Holdings, Inc. • Gold and silver ores • Nevada

THIS AMENDMENT NO.1 TO DEFINITIVE AGREEMENT (the “Amendment”) is made and entered into as of this 29th day of October, 2010, by and among THE LANGUAGE KEY TRAINING LTD, a British Virgin Islands Corporation, Dirk Haddow, Mark Wood, Chris Durcan and/or Jeff Tennenbaum, individually, (collectively hereinafter referred to as the “Sellers”), and MOUNT KNOWLEDGE HOLDINGS, INC., a Nevada Corporation (the “Company”), (collectively referred to as the “Parties”).

DEFINITIVE AGREEMENT BETWEEN
Definitive Agreement • April 7th, 2004 • Texas
CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR THE REDACTED PORTIONS OF THIS EXHIBIT. THE REDACTIONS ARE INDICATED WITH “*[Redacted]*”. A COMPLETE VERSION OF THIS AGREEMENT AND EXHIBIT HAS BEEN FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION.
Definitive Agreement • November 3rd, 2016 • Royal Gold Inc • Mineral royalty traders • British Columbia

WHEREAS, Terrane Metals Corp. (a predecessor of the Vendor), as vendor, the Purchaser, Thompson Creek Metals Company Inc. (a predecessor of the Vendor), as guarantor and Royal Gold, solely in respect of Article 10 and Sections 3.5, 11.2 and 17.3 thereof,are parties to that certain Amended and Restated Purchase and Sale Agreement dated as of December 14, 2011, as amended by the First Amendment to Amended and Restated Purchase and Sale Agreement, dated as of August 8, 2012, and the Second Amendment to Amended and Restated Purchase and Sale Agreement, dated as of December 11, 2014 (as amended prior to the date hereof, the “Existing Agreement”);

DEFINITIVE AGREEMENT
Definitive Agreement • July 11th, 2013 • PDK Energy Inc. • Beverages • Arizona

This Definitive Agreement (“DA”), dated July 5th, 2013, is by and between JPK Energy, Inc., a Mississippi Corporation (“Company”) and Mix1, LLC, an Arizona Limited Liability Company (“Mix”). (Mix and Company may individually referred to hereinafter as “Party” collectively referred to hereinafter as the “Parties”). This DA sets forth the general terms and conditions for an Asset Purchase, to which the Company and the Mix have jointly agreed.

DEFINITIVE AGREEMENT BETWEEN THE ATWELL GROUP AND CAMELOT ENTERTAINMENT GROUP, INC. APRIL 26, 2010
Definitive Agreement • April 29th, 2010 • Camelot Entertainment Group, Inc. • Services-motion picture & video tape production • California

THIS DEFINITIVE AGREEMENT (“Agreement”) is made and entered into this 26th day of April, 2010, by and between Camelot Entertainment Group, Inc., a Delaware corporation, its subsidiaries and its affiliates (“Camelot”), on the one hand, and Robert P. Atwell, an individual residing in California, The Atwell Group, a group of companies with different domiciles owned by Mr. Atwell, including, but not limited to, The Atwell Group, Inc., a California corporation, The Atwell Group, Inc., a Nevada corporation, The Atwell Group, LLC, a Texas limited liability company, The Atwell Group LLC, a Nevada limited liability company, The Corporate Solution, Inc., a Nevada corporation, Love Bug Management Corporation, a Nevada corporation, Eagle Consulting Group, Inc., a Nevada corporation, Eagle Consulting Group, Inc., a Colorado corporation, and their affiliates, assigns, predecessors and successors, collectively (“The Atwell Group” or “TAG”), on the other hand.

DEFINITIVE AGREEMENT
Definitive Agreement • June 27th, 2016 • Continental Rail Corp • Railroads, line-haul operating

The Effective Closing Date of this Definitive Agreement dated this 24th day of June, 2016 between TBG Holdings Corporation, a Florida corporation (hereinafter referred to as “The Buyer") and, Continental Rail Corp., a Nevada corporation (hereinafter referred to as “The Seller") The Buyer will receive from The Seller One Hundred Percent (100%) interest in Continental Rail, LLC. The interest to be transferred to The Buyer from The Seller shall be effective as of the date stated herein.

AWH Enters Definitive Agreement Providing the Option to Acquire Ohio Patient Access LLC
Definitive Agreement • August 15th, 2022

NEW YORK, Aug. 15, 2022 /PRNewswire/ - Ascend Wellness Holdings, Inc ("AWH," "Ascend," or the "Company") (CSE: AAWH.U) (OTCQX: AAWH), a multi-state, vertically integrated cannabis operator, announced that it has entered into a definitive agreement (the "Agreement") providing AWH the option to acquire 100% of the equity of Ohio Patient Access LLC ("OPA"), which owns and will operate three provisionally licensed dispensaries that are in the process of being built in Cincinnati, Piqua, and Sandusky. Exercising this option would increase AWH's footprint in Ohio to five, the maximum permitted in the state.

DEFINITIVE AGREEMENT
Definitive Agreement • March 13th, 2013 • Curis Inc • Biological products, (no disgnostic substances) • New York

This Definitive Agreement (the “Agreement”) is made as of the 29th day of November, 2011 (the “Effective Date”), by and between The Leukemia and Lymphoma Society, a New York nonprofit corporation with its principal place of business at 1311 Mamaroneck Avenue, White Plains, New York 10605, United States of America (“LLS”) and Curis, Inc., a Delaware corporation with its principal place of business at 4 Maguire Road, Lexington, MA 02421 (“Company”). LLS and Company are sometimes hereinafter referred to individually as the “Party” and together as the “Parties”.

DEFINITIVE AGREEMENT TO ACQUIRE ENGILITY
Definitive Agreement • April 19th, 2023

This is a bold move that will accelerate our industry ranking and propel us into a market-leading position, creating opportunities for our employees, customers, and shareholders.

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