Exchange And Purchase Agreement Sample Contracts

Cryptosign, Inc. – Share Exchange and Purchase Agreement (September 14th, 2018)
Cryptosign, Inc. – Share Exchange and Purchase Agreement (July 20th, 2018)
Dorchester Minerals L.P. – CONTRIBUTION, EXCHANGE AND PURCHASE AGREEMENT by and Between DORCHESTER MINERALS, L.P. And DSD ROYALTY, LLC June 28, 2017 (July 5th, 2017)

THIS CONTRIBUTION, EXCHANGE AND PURCHASE AGREEMENT (Agreement) is executed as of June 28, 2017 by and between Dorchester Minerals, L.P., a Delaware limited partnership (the Partnership), and DSD Royalty, LLC, a Texas limited liability company (the Contributor).

Exchange and Purchase Agreement (April 20th, 2017)

INDENTURE, dated as of [*], 2017, is among Gevo, Inc., a company duly incorporated and existing under the laws of Delaware, United States of America, and having its principal executive office at 345 Inverness Drive South, Building C, Suite 310, Englewood, CO 80112, as Issuer (the Issuer or Company), the guarantors listed on the signature page hereof (each, a Guarantor and, collectively, the Guarantors) and Wilmington Savings Fund Society, FSB, as Trustee (in such capacity, the Trustee) and as Collateral Trustee (in such capacity, the Collateral Trustee).

Natural Resource Partners Lp – Exchange and Purchase Agreement Dated February 22, 2017 by and Among Natural Resource Partners L.P., Nrp Finance Corporation, (March 6th, 2017)

This Indenture, dated as of February [ ], 2017, is among Natural Resource Partners L.P., a Delaware limited partnership (the "Company"), NRP Finance Corporation., a Delaware corporation ("Finance Corp." and, together with the Company, the "Issuers") and Wilmington Trust, National Association, a national banking association, as trustee (the "Trustee").

Cryptosign, Inc. – Share Exchange and Purchase Agreement (Conditioned - Article VIII) Between the Stockholders of CryptoCorum LTD (Formerly, 360bet.com Holding LTD) Malta Holding Company Number C37358, Address: Vincenti Buildings, Suite 318, 14-19 Strait Street, Valetta 08, Malta; And StrategaBiz, Inc. A Delaware Corporation (March 3rd, 2015)

This Share Exchange And Purchase Agreement (this "Agreement") is made as of 26 February, 2015 by StrategaBiz, Inc., a Delaware, USA, corporation ("Buyer"), Jeckelson Investments Limited, a Cyprus company with a register number of HE 206312 ("JIL") as the Sole owner of CryptoCorum Ltd., a Malta company holding number C37358, (the "Company") together with those entities and individuals who have executed the signature page to this Agreement being the key equity holders of JIL (the "Keyholders," and together with JIL, the "Sellers" and individually a "Seller").

Cytomedix, Inc. New – Second Amendment to Exchange and Purchase Agreement (November 13th, 2014)

THIS SECOND AMENDMENT TO EXCHANGE AND PURCHASE AGREEMENT (this "Amendment"), dated as of November 11, 2014, amends that Exchange and Purchase Agreement dated February 8, 2012, as amended by that Amendment to Exchange and Purchase Agreement dated February 18, 2013 (as amended, the "Agreement"), by and among Cytomedix, Inc., a Delaware corporation ("Parent"), Aldagen, Inc., a Delaware corporation (the "Company") and Aldagen Holdings, LLC, a North Carolina limited liability company ("Selling Equity Holder"). Capitalized terms used in this Amendment and not defined herein shall have the meanings given such terms in the Agreement.

Gevo – Exchange and Purchase Agreement (May 23rd, 2014)

This EXCHANGE AND PURCHASE AGREEMENT (this Agreement) is dated as of May 9, 2014 by and among Gevo, Inc., a Delaware corporation (the Company), Gevo Development, LLC, a Delaware limited liability company (Gevo LLC), Agri-Energy, LLC, a Minnesota limited liability company (AE LLC), and each other party who hereafter executes and delivers a Guarantor Joinder Agreement (an Additional Guarantor, and collectively with the Company, Gevo LLC and AE LLC, the Company Parties) in the form attached hereto as Exhibit A (the Guarantor Joinder Agreement) agreeing to be bound by the terms hereof, WB Gevo, Ltd., a BVI Business Company incorporated in the British Virgin Islands (Whitebox), Whitebox Advisors LLC, in its capacity as administrative agent under the Loan Agreement (as defined herein) (the Administrative Agent), and Whitebox Advisors LLC, in its capacity as representative of the Purchaser under this Agreement (the Representative), and each other party who hereafter executes and delivers a Jo

Exchange and Purchase Agreement (May 15th, 2014)

This EXCHANGE AND PURCHASE AGREEMENT (this Agreement) is dated as of May 9, 2014 by and among Gevo, Inc., a Delaware corporation (the Company), Gevo Development, LLC, a Delaware limited liability company (Gevo LLC), Agri-Energy, LLC, a Minnesota limited liability company (AE LLC), and each other party who hereafter executes and delivers a Guarantor Joinder Agreement (an Additional Guarantor, and collectively with the Company, Gevo LLC and AE LLC, the Company Parties) in the form attached hereto as Exhibit A (the Guarantor Joinder Agreement) agreeing to be bound by the terms hereof, WB Gevo, Ltd., a BVI Business Company incorporated in the British Virgin Islands (Whitebox), Whitebox Advisors LLC, in its capacity as administrative agent under the Loan Agreement (as defined herein) (the Administrative Agent), and Whitebox Advisors LLC, in its capacity as representative of the Purchaser under this Agreement (the Representative), and each other party who hereafter executes and delivers a Jo

Exchange and Purchase Agreement (June 17th, 2013)

EXCHANGE AND PURCHASE AGREEMENT (this Agreement), dated as of June , 2013, by and among Smith & Wesson Holding Corporation, a Nevada corporation with headquarters located at 2100 Roosevelt Avenue, Springfield, Massachusetts 01104 (the Company), and [INSERT LEGAL NAME OF HOLDER] (including any other persons or entities exchanging Exchanged Existing Notes (as defined below) or purchasing Purchased New Notes (as defined below) hereunder for whom the undersigned Investor holds contractual and investment authority, the Investor). This Agreement, the New Indenture (as defined below), the New Notes, the Other Agreements (as defined below) and each of the other agreements entered into by the parties hereto in connection with the transactions contemplated by this Agreement are collectively referred to herein as the Transaction Documents.

VistaGen Therapeutics, Inc. – Amendment No. 3 to Note Exchange and Purchase Agreement (February 28th, 2013)

This Amendment to Note Exchange and Purchase Agreement ("Amendment No. 3") is entered into as of February 22, 2013 by and between VistaGen Therapeutics, Inc., a Nevada corporation (the "Company") and Platinum Long Term Growth VII, LLC, a Delaware limited liability company ("Platinum"). Unless otherwise specified herein, all capitalized terms set forth in this Amendment shall have the meanings as set forth in the Agreement.

VistaGen Therapeutics, Inc. – Amendment No. 2 to Note Exchange and Purchase Agreement (February 14th, 2013)

This Amendment to Note Exchange and Purchase Agreement ("Amendment No. 2") is entered into as of January 31, 2013 by and between VistaGen Therapeutics, Inc., a Nevada corporation (the "Company") and Platinum Long Term Growth VII, LLC, a Delaware limited liability company ("Platinum"). Unless otherwise specified herein, all capitalized terms set forth in this Amendment shall have the meanings as set forth in the Agreement.

EXCHANGE AND PURCHASE AGREEMENT December 4, 2012 (December 6th, 2012)

The Osterweis Strategic Income Fund (including any other persons or entities exchanging Existing Notes (as defined below) or purchasing New Notes (as defined below) hereunder for whom the undersigned Holder holds contractual and investment authority, the Holder) enters into this Exchange and Purchase Agreement (the Agreement) with Spartan Stores, Inc., a Michigan corporation (the Company), on the date first written above, whereby the Holder will (a) exchange (the Exchange) certain of the Companys 3.375% Convertible Senior Notes due 2027 (the Existing Notes) for certain of the Companys new Senior Notes due 2016 (the New Notes) that will be issued pursuant to the provisions of an Indenture, to be dated as of the Closing Date (as hereinafter defined) in the form of EXHIBIT A hereto (the Indenture) by and among the Company, each of the guarantors named therein (the Guarantors) and The Bank of New York Mellon Trust Company, N.A., as Trustee (the Trustee), and (b) purchase for cash (the Purc

VistaGen Therapeutics, Inc. – Amendment to Note Exchange and Purchase Agreement (November 20th, 2012)

This Amendment to Note Exchange and Purchase Agreement (the "Amendment") is entered into as of November 14, 2012 by and between VistaGen Therapeutics, Inc., a Nevada corporation (the "Company") and Platinum Long Term Growth VII, LLC, a Delaware limited liability company ("Platinum"). Unless otherwise specified herein, all capitalized terms set forth in this Amendment shall have the meanings as set forth in the Agreement.

VistaGen Therapeutics, Inc. – Note Exchange and Purchase Agreement (October 16th, 2012)

This Note Exchange and Purchase Agreement (as amended, restated, supplemented or otherwise modified, this "Agreement") is dated as of October 11, 2012 by and between VISTAGEN THERAPEUTICS, INC., a Nevada corporation (the "Company"), and PLATINUM LONG TERM GROWTH VII, LLC, a Delaware limited liability company ("Platinum").

Savient Pharmaceuticals Inc – Exchange and Purchase Agreement (May 9th, 2012)

(including any other persons or entities exchanging Existing Notes (as defined below) or purchasing New Notes (as defined below) hereunder for whom the undersigned Holder holds contractual and investment authority, the Holder) enters into this Exchange and Purchase Agreement (the Agreement) with Savient Pharmaceuticals, Inc., a Delaware corporation (the Company), on May 7, 2012 whereby the Holder will (a) exchange (the Exchange) certain of the Companys 4.75% Convertible Senior Notes due 2018 (the Existing Notes) for certain of the Companys Units (as defined below), each Unit consisting of (i) $1,000 principal amount at maturity new Senior Secured Discount Notes due 2019 (the New Notes) that will be issued pursuant to the provisions of an Indenture, to be dated as of May 9, 2012 in the form of Exhibit A hereto (the Indenture) between the Company, each of the guarantors named therein (the Guarantors) and U.S. Bank National Association, as Trustee (the Trustee) and collateral agent (the C

Cryptosign, Inc. – Share Exchange and Purchase Agreement by and Among Agricon Global Corporation and Canola Property Ghana Limited and Its Principal Shareholders: Invest in Ghana Co. Limited, and Global Green Capacity Limited March 30, 2012 (April 5th, 2012)

THIS AGREEMENT FOR SHARE PURCHASE AND EXCHANGE (this "Agreement," this Share Exchange Agreement," or this "SEA") is made and entered into effective March 30, 2012, by and among Agricon Global Corporation, a Delaware corporation (formerly, BayHill Capital Corporation, "Agricon"), Canola Property Ghana Limited, a Ghana limited company ("CPG") and the shareholders of CPG, Invest in Ghana Co. Limited and Global Green Capacity Limited (the "SHG"). Each of Agricon, CPG and SHG is referred to herein individually as a "Party," or collectively as the "Parties."

BATS Global Markets, Inc. – DATED 18 FEBRUARY 2011 THE SELLERS (As Defined Herein) and BATS GLOBAL MARKETS, INC and OMICRON ACQUISITION CORP and CHI-X EUROPE LIMITED SHARE EXCHANGE AND PURCHASE AGREEMENT Relating to the Exchange, Sale and Purchase of Shares in Chi-X Europe Limited Slaughter and May One Bunhill Row London EC1Y 8YY (RJZS/RAI) (February 23rd, 2012)
Cytomedix, Inc. New – EXCHANGE AND PURCHASE AGREEMENT Among CYTOMEDIX, INC. And ALDAGEN, INC. And ALDAGEN HOLDINGS, LLC Dated as of February 8, 2012 EXCHANGE AND PURCHASE AGREEMENT (February 9th, 2012)

This Exchange and Purchase Agreement (this "Agreement"), is entered into as of February 8, 2012, by and among Aldagen, Inc., a Delaware corporation (the "Company"), Cytomedix, Inc., a Delaware corporation ("Parent") and Aldagen Holdings, LLC, a North Carolina limited liability company (the "Selling Equity Holder"). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Article XI hereof.

Pdl Biopharma – EXCHANGE AND PURCHASE AGREEMENT (Restricted Convertible Notes) (October 27th, 2010)

_________________________ (including any other persons or entities exchanging Existing Notes (as defined below) or purchasing New Notes (as defined below) hereunder for whom the undersigned Holder holds contractual and investment authority, the "Holder") enters into this Exchange and Purchase Agreement (the "Agreement") with PDL BioPharma, Inc., a Delaware corporation (the "Company"), on _____, 2010 whereby the Holder will (a) exchange (the "Exchange") the Company's 2.00% Convertible Senior Notes due 2012 (the "Existing Notes") for a portion of the Company's new ______% Convertible Senior Notes due 2015 (the "New Notes") that will be issued pursuant to the provisions of an Indenture dated as of ____________, 2010 (the "Indenture") between the Company and The Bank of New York Mellon Trust Company, N.A., as Trustee (the "Trustee"), and (b) purchase for cash (the "Purchase") an additional portion of the New Notes.

Exchange and Purchase Agreement (December 3rd, 2008)

THIS EXCHANGE AGREEMENT (this "Agreement") is made and entered into as of November 26, 2008 by and among Finlay Fine Jewelry Corporation, a Delaware corporation (the "Company"), and each of the undersigned beneficial holders (each a "Holder" and collectively, the "Holders") of the Company's 8-3/8% Senior Notes due June 1, 2012 (the "Notes"), which were issued pursuant to an Indenture (the "Notes Indenture"), dated as of June 3, 2004, between the Company and HSBC Bank USA, National Association (as successor to HSBC Bank USA), as trustee (the "Trustee").

Finlay Enterprises – Exchange and Purchase Agreement (December 3rd, 2008)

THIS EXCHANGE AGREEMENT (this "Agreement") is made and entered into as of November 26, 2008 by and among Finlay Fine Jewelry Corporation, a Delaware corporation (the "Company"), and each of the undersigned beneficial holders (each a "Holder" and collectively, the "Holders") of the Company's 8-3/8% Senior Notes due June 1, 2012 (the "Notes"), which were issued pursuant to an Indenture (the "Notes Indenture"), dated as of June 3, 2004, between the Company and HSBC Bank USA, National Association (as successor to HSBC Bank USA), as trustee (the "Trustee").

STOCK EXCHANGE and PURCHASE AGREEMENT (October 3rd, 2008)

Apextalk, Inc. (hereinafter referred to as the "Sellers"), a California corporation, with the principle place of business at 113 10th Street, Oakland, CA 94607 and,

Exchange and Purchase Agreement (July 6th, 2007)

This Exchange and Purchase Agreement (this Agreement) is made and entered into as of this 29th day of June, 2007, by and between (the Holder), and TranSwitch Corporation, a Delaware corporation (the Company).

Exchange and Purchase Agreement (March 27th, 2007)

This Exchange and Purchase Agreement, dated as of November 17, 2006 (this Agreement) by and among Hercules Holding II, LLC, a Delaware limited liability company (Parent) and the other persons named in the signature pages hereto (the Management Stockholders). Capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Merger Agreement (as defined below).

Credence Systems – Exchange and Purchase Agreement (December 21st, 2006)

This Exchange and Purchase Agreement (this Agreement) is made and entered into as of this 14th day of December, 2006, by and between (the Holder), and Credence Systems Corporation, a Delaware corporation (the Company).

Exchange and Purchase Agreement (November 14th, 2006)

THIS EXCHANGE AND PURCHASE AGREEMENT (this Agreement) is made as of the 21st day of April, 2006, by and among Xplore Technologies Corp., a corporation incorporated under the laws of Canada (the Corporation), Xplore Technologies Corporation of America, a corporation incorporated under the laws of Delaware and a wholly-owned subsidiary of the Corporation (the Xplore America and together with the Corporation, the Borrowers), Phoenix Enterprises LLC, a limited liability company organized under the laws of the State of New York (Phoenix Enterprises), Phoenix Venture Fund LLC, a limited liability company organized under the laws of the State of Delaware (Phoenix Fund and together with Phoenix Enterprises, Phoenix) and each of the other lenders listed on Schedule 1 attached to this Agreement (each such lender, a Lender and collectively, the Lenders).

SECURITIES EXCHANGE AND PURCHASE AGREEMENT Dated as of September 30, 2003 Among VitalStream Holdings, Inc. And the Purchasers Referred to Herein (October 14th, 2003)

This SECURITIES EXCHANGE AND PURCHASE AGREEMENT, dated as of September 30, 2003 (this "Agreement"), by and among VitalStream Holdings, Inc., a Nevada corporation ("VitalStream"), and the Persons listed on Annex 1 or Annex 2 attached hereto (such Persons shall be collectively referred to herein as the "Purchasers" and individually as a "Purchaser"). Unless otherwise indicated herein, capitalized terms used in this Agreement have the meanings set forth in Section 1 of this Agreement.

Us Search.Com Inc – Preferred Stock Exchange and Purchase Agreement (June 8th, 2001)

THIS PREFERRED STOCK EXCHANGE AND PURCHASE AGREEMENT (this "Agreement") is made as of June 5, 2001, by and between US SEARCH.com Inc., a Delaware corporation (the "Company"), and Pequot Private Equity Fund II, L.P., a Delaware limited partnership (the "Purchaser").