Member Interest Purchase Agreement Sample Contracts

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MEMBER INTEREST PURCHASE AGREEMENT BY AND AMONG ARMADA WATER ASSETS, INC., BARSTOW PRODUCTION WATER SOLUTIONS, LLC, AND THE MEMBERS OF BARSTOW PRODUCTION WATER SOLUTIONS, LLC FEBRUARY 1, 2013
Member Interest Purchase Agreement • June 20th, 2014 • Armada Water Assets Inc • Oil & gas field services, nec • Nevada

Agreement entered into as of February 1, 2013, by and among Armada Water Assets, Inc., a Nevada corporation (“Armada”), Barstow Production Water Solutions, LLC, a Texas limited liability company (“Barstow”), BelPhil Investment Partners, LLC., a Delaware limited liability company (“BelPhil”), Arnold Huerta, an individual (“Huerta”), and D. Lee Washington, an individual (“Washington”). BelPhil, Huerta and Washington are referred to herein collectively as the “Members,” and individually as a “Member.” Each of Armada, Barstow and the Members are referred to herein individually as a “Party” and collectively as the “Parties.” Certain other capitalized terms used herein have the meanings ascribed to them in Section 7(a) of this Agreement.

MEMBER INTEREST PURCHASE AGREEMENT
Member Interest Purchase Agreement • November 13th, 2000 • Willis Lease Finance Corp • Services-equipment rental & leasing, nec • New York
AMENDMENT TO MEMBER INTEREST PURCHASE AGREEMENT
Member Interest Purchase Agreement • January 6th, 2005 • C-Cor Inc • Radio & tv broadcasting & communications equipment

THIS AMENDMENT TO AMENDED MEMBER INTEREST PURCHASE AGREEMENT dated as of December 30, 2004 (this “Amendment”) is made by and among C-COR Incorporated (“C-COR”), a Pennsylvania corporation, Broadband Management Solutions, LLC (“Purchaser”), a subsidiary of C-COR and a Delaware limited liability company, nCUBE Corporation (“Seller”), a Delaware corporation, and nCUBE Sub, LLC (the “Company”), a Delaware limited liability company.

MEMBER INTEREST PURCHASE AGREEMENT
Member Interest Purchase Agreement • December 4th, 2015 • New Jersey Mining Co • Gold and silver ores • Idaho

THIS MEMBER INTEREST PURCHASE AGREEMENT ("Agreement") is executed as of December 2nd, 2015 ("Effective Date") by and among MARATHON GOLD USA CORP. ("Seller"), NEW JERSEY MINING COMPANY (“Buyer”) and GOLDEN CHEST LLC, an Idaho limited liability company (the "Company").

MEMBER INTEREST PURCHASE AGREEMENT AMENDMENT NO. 2
Member Interest Purchase Agreement • April 16th, 2012 • High Plains Gas, Inc. • Metal mining

This AMENDMENT NO. 2 dated November 18, 2011 is to that certain MEMBER INTEREST PURCHASE AGREEMENT made as of October 1, 2011, as previously amended, by and between Ty Miller, Levi Miller, and Eric Jessen ("Sellers") of membership interests of Miller Fabrication, L.L.C., a Wyoming limited liability company ("Miller, or the Company"), and High Plains Gas, Inc., a Nevada corporation ("Buyer").

MEMBER INTEREST PURCHASE AGREEMENT
Member Interest Purchase Agreement • April 16th, 2012 • High Plains Gas, Inc. • Metal mining • Wyoming

This MEMBER INTEREST PURCHASE AGREEMENT is made as of October 14, 2011, by and between Ty Miller, Levi Miller, and Eric Jessen (“Sellers”) of membership interests of Miller Fabrication, L.L.C., a Wyoming limited liability company (“Miller, or the Company”), and High Plains Gas, Inc., a Nevada corporation (“Buyer”).

MEMBER INTEREST PURCHASE AGREEMENT AND LLC ADMISSION, AMENDMENT AND MEMBER CONSENT
Member Interest Purchase Agreement • April 7th, 2015 • Cosi Inc • Retail-eating places • Massachusetts

This Member Interest Purchase Agreement and LLC Admission, Amendment and Member Consent (this “Agreement”) is made as of this 31st day of March, 2015, by and between Hearthstone Associates LLC, a Massachusetts limited liability company (the “Company”), Richard Bagge (the “Purchaser”), and the Members and Manager named below.

MEMBER INTEREST PURCHASE AGREEMENT Dated as of April 12, 2010 By and Among UNIVERSAL BIOENERGY INC. And NDR ENERGY GROUP LLC
Member Interest Purchase Agreement • April 14th, 2010 • Universal Bioenergy, Inc. • Metal mining • California

NDR Energy Group LLC is engaged in the business of marketing energy and fuel commodities such as natural gas, and transportation of petroleum fuels throughout various regions of the United States.

MEMBER INTEREST PURCHASE AGREEMENT
Member Interest Purchase Agreement • November 26th, 2014 • Texas Roadhouse, Inc. • Retail-eating places • Kentucky

THIS MEMBER INTEREST PURCHASE AGREEMENT, with an effective date of November 26, 2014 (this “Agreement”), is made by and among Texas Roadhouse, Inc., a Delaware corporation (“Roadhouse”), Texas Roadhouse Holdings LLC, a Kentucky limited liability company (“Holdings”), Roadhouse of New Berlin, LLC, a Kentucky limited liability company (“Franchisee”), Roadhouse of New Berlin Holdings, Inc., a Nevada corporation (“New Berlin Holdings”), Gerard J. Hart and Jim Broyles (collectively, “New Berlin Holdings Owners”), Zitro Partners, LTD., a Texas limited partnership (“Zitro Partners”) and Steven L. Ortiz (“Zitro Partners Owner”).

SECOND AMENDMENT TO MEMBER INTEREST PURCHASE AGREEMENT
Member Interest Purchase Agreement • January 13th, 2011 • Applied Signal Technology Inc • Communications equipment, nec • Delaware

THIS SECOND AMENDMENT TO MEMBER INTEREST PURCHASE AGREEMENT (this “Second Amendment”) is made as of December 17, 2010 (the “Effective Date”) by and among Applied Signal Technology, Inc., a California corporation (the “Purchaser”), Pyxis Engineering LLC, a Maryland limited liability company (the “Company”), and Eric Bennett, an individual, as the initial holder of all interests in the Company (the “Seller”), who are parties to the Member Interest Purchase Agreement dated as of September 1, 2009 and amended on November 13, 2009 (the “Amended Agreement”) by and among such parties. All terms not otherwise defined herein shall have the meanings ascribed to such terms in the Amended Agreement.

MEMBER INTEREST PURCHASE AGREEMENT by and among C-COR INCORPORATED, BROADBAND MANAGEMENT SOLUTIONS, LLC (as “Purchaser”), nCUBE CORPORATION (as “Seller”), and nCUBE SUB, LLC (as the “Company”) Dated as of October 20, 2004
Member Interest Purchase Agreement • November 3rd, 2004 • C-Cor Inc • Radio & tv broadcasting & communications equipment • Delaware

This Member Interest Purchase Agreement (this “Agreement”), dated as of October 20, 2004, is entered into by and among C-COR Incorporated, a Pennsylvania corporation (“C-COR”), Broadband Management Solutions, LLC, a Delaware limited liability company (“Purchaser”), nCUBE Sub, LLC, a Delaware limited liability company (the “Company”), and nCUBE Corporation, a Delaware corporation (“Seller”) and the parties executing the Joinder attached to this Agreement (the “Seller Additional Parties”).

BY AND AMONG
Member Interest Purchase Agreement • April 6th, 2004 • Penthouse International Inc • Periodicals: publishing or publishing & printing • Georgia
MEMBER INTEREST PURCHASE AGREEMENT December 29, 2009
Member Interest Purchase Agreement • March 31st, 2010 • Energy Focus, Inc/De • Electric lighting & wiring equipment • Delaware

This Member Interest Purchase Agreement (“Agreement”) is entered into as of December 29, 2009, by and among Energy Focus, Inc., a Delaware corporation (“Buyer”), Stones River Companies, LLC, a Tennessee limited liability company (“Company”), TLC Investments, LLC, a Tennessee limited liability company (“TLC”), and Jami Hall and Robert E. Wilson, Tennessee residents (TLC, Ms. Hall, and Mr. Wilson collectively, the “Sellers”).

MEMBER INTEREST PURCHASE AGREEMENT
Member Interest Purchase Agreement • April 28th, 2006 • Luna Innovations Inc • Services-commercial physical & biological research • Delaware

This MEMBER INTEREST PURCHASE AGREEMENT (the “Agreement”) is entered into this 17th day of December, 2004, by and between LUNA INNOVATIONS INCORPORATED, a Delaware corporation (“Seller”), and BAKER HUGHES OILFIELD OPERATIONS, INC., a California corporation (“Buyer”).

MEMBER INTEREST PURCHASE AGREEMENT
Member Interest Purchase Agreement • November 15th, 1999 • Ems Technologies Inc • Radio & tv broadcasting & communications equipment • Delaware
MEMBER INTEREST PURCHASE AGREEMENT BY AND AMONG I-TRAX, INC., PRO FITNESS HEALTH SOLUTIONS, LLC, AND MINUTE MEN, INCORPORATED NOVEMBER 27, 2007
Member Interest Purchase Agreement • November 28th, 2007 • I Trax Inc • Services-health services • Delaware

Agreement (this “Agreement”) entered into as of November 27, 2007, by and among I-trax, Inc., a Delaware corporation (“I-trax”), and Pro Fitness Health Solutions, LLC, a New York limited liability company (“ProFitness”), Minute Men, Incorporated, a Connecticut corporation (“Member”) and sole member of ProFitness and, solely for purposes of Sections 8(d) and 8(e) of this Agreement, Daron Shepard, an individual residing at 250 Putnam Road, New Canaan, CT 06840. Each of I-trax, ProFitness and Member are referred to herein individually as a “Party” and collectively as the “Parties.”

MEMBER INTEREST PURCHASE AGREEMENT BY AND AMONG MEDIA BILLING, L.L.C., INTERNET BILLING COMPANY, LLC AND INTERCEPT, INC., THE SOLE MEMBER OF INTERNET BILLING COMPANY, LLC Dated as of March 22, 2004
Member Interest Purchase Agreement • March 26th, 2004 • Intercept Inc • Functions related to depository banking, nec • Georgia

THIS MEMBER INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of March 22, 2004, by and among Media Billing, L.L.C., a New York limited liability company (“Purchaser”); Internet Billing Company, LLC, a Georgia limited liability company (the “Company,” formerly known as Internet Merger Company, LLC, a Georgia limited liability company, and successor in interest by merger to a Georgia limited liability company also known as Internet Billing Company, LLC); and InterCept, Inc., a Georgia corporation (“Seller”). Seller is the sole member of the Company, and Seller and the Company are sometimes together referred to as the “InterCept Parties.”

MEMBER INTEREST PURCHASE AGREEMENT By and Among EMS TECHNOLOGIES, INC., NETSAT 28, L.L.C. and NATION NET, L.L.C. Dated September 30, 1999
Member Interest Purchase Agreement • March 30th, 2000 • Ems Technologies Inc • Radio & tv broadcasting & communications equipment
MEMBER INTEREST PURCHASE AGREEMENT AMENDMENT NO. 1
Member Interest Purchase Agreement • April 16th, 2012 • High Plains Gas, Inc. • Metal mining

This AMENDMENT NO. 1 dated November 17, 2011 is to that certain MEMBER INTEREST PURCHASE AGREEMENT made as of October 1, 2011, by and between Ty Miller, Levi Miller, and Eric Jessen ("Sellers") of membership interests of Miller Fabrication, L.L.C., a Wyoming limited liability company ("Miller, or the Company"), and High Plains Gas, Inc., a Nevada corporation ("Buyer").

MEMBER INTEREST PURCHASE AGREEMENT
Member Interest Purchase Agreement • April 19th, 2021 • StrikeForce Technologies Inc. • Services-prepackaged software • Wyoming

MEMBER INTEREST PURCHASE AGREEMENT dated as of the last signature date below (this “Agreement”), by and among StrikeForce Technologies, Inc., a Wyoming corporation (the “SFOR”) and Cybersecurity Risk Solutions, LLC, a New Jersey Limited Liability Corporation (“CYBERSECURITY” and collectively with SFOR, the “Parties”) (CYBERSECURITY and its sole Member, the “Member”).

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