MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT by and among SMITH MICRO SOFTWARE, INC. AVAST PLC AVG TECHNOLOGIES USA, LLC and LOCATION LABS, LLC dated as of March 8, 2021Membership Interest and Asset Purchase Agreement • March 9th, 2021 • Smith Micro Software, Inc. • Services-prepackaged software • Delaware
THIS MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT, dated as of March 8, 2021 (this “Agreement”), is entered into by and among Smith Micro Software, Inc., a Delaware corporation (“Purchaser”), Avast plc, a public company limited by shares organized under the Laws of England and Wales (“Parent”), AVG Technologies USA, LLC, a Delaware limited liability company (“Direct Seller”, Parent and Direct Seller being hereinafter referred to, collectively, as “Sellers” and, individually, as a “Seller”) and Location Labs, LLC, a Delaware limited liability company (the “Company”). Capitalized terms used in this Agreement but not otherwise defined will have the meanings set forth in Annex A to this Agreement.
MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT by and among NYDIG ABL LLC, GREENIDGE GENERATION HOLDINGS INC., GREENIDGE GENERATION LLC, GSC COLLATERAL LLC, GNY COLLATERAL LLC and GREENIDGE SOUTH CAROLINA LLC Dated as of January 30, 2023Membership Interest and Asset Purchase Agreement • January 31st, 2023 • Greenidge Generation Holdings Inc. • Finance services • New York
MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENTMembership Interest and Asset Purchase Agreement • March 5th, 2021 • CRAWFORD UNITED Corp • Industrial instruments for measurement, display, and control • Ohio
THIS MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT (this “Agreement”), is entered into this 2nd day of March, 2021, and effective as of the 1st day of March, 2021, by and among (i) MTA Acquisition Company, LLC, a Delaware limited liability company (“Buyer”); (ii) Kevin Curtis, an individual, and Stacy Curtis, an individual (collectively, the “Interest Sellers” and each, an “Interest Seller”); (iii) Machining Technology L.L.C., a Colorado limited liability company (the “Asset Seller,” and together with the Interest Sellers, the “Sellers” and each a “Seller”); and Kevin Curtis, in his capacity as the representative of the Sellers hereunder (“Sellers’ Representative”).
MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT BY AND AMONG ALLIANCE DATA NETWORK SERVICES LLC, ADS ALLIANCE DATA SYSTEMS, INC., ALLIANCE DATA SYSTEMS CORPORATION HEARTLAND ACQUISITION, LLC AND HEARTLAND PAYMENT SYSTEMS, INC. DATED AS OF MAY 2, 2008Membership Interest and Asset Purchase Agreement • May 8th, 2008 • Heartland Payment Systems Inc • Services-business services, nec • Delaware
THIS MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of May 2, 2008 is made by and among Alliance Data Network Services LLC, a Delaware limited liability company (the “Company”), ADS Alliance Data Systems, Inc., a Delaware corporation (“Seller”), Alliance Data Systems Corporation, a Delaware corporation (“ADSC”), Heartland Acquisition, LLC, a Delaware limited liability company (“Buyer”), and Heartland Payment Systems, Inc., a Delaware corporation (“HPS”). The Company, Seller, ADSC, Buyer, and HPS are referred to herein from time to time collectively as the “Parties” and individually as a “Party.”
MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT by and among EDUCATION SERVICES UPPER HOLDINGS CORP. ACADEMIC PARTNERSHIPS, LLC, and JOHN WILEY & SONS, INC. ___________________________ Dated as of November 13, 2023 ___________________________Membership Interest and Asset Purchase Agreement • November 14th, 2023 • John Wiley & Sons, Inc. • Books: publishing or publishing & printing • Delaware
MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT Among VARSITY GROUP INC., CAMPUS OUTFITTERS, LLC, CAMPUS TEXTBOOKS, LLC and THE SELLERS listed on the signature page hereof Dated as of May 26, 2005Membership Interest and Asset Purchase Agreement • June 1st, 2005 • Varsity Group Inc • Retail-catalog & mail-order houses • New York
MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT BY AND BETWEEN CRAWFORD & COMPANY CRAWFORD & COMPANY (CANADA) INC. EPIQ CLASS ACTION & CLAIMS SOLUTIONS, INC. AND EPIQ SYSTEMS CANADA ULC Dated as of June 15, 2018Membership Interest and Asset Purchase Agreement • June 18th, 2018 • Crawford & Co • Insurance agents, brokers & service • New York
This MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT, dated June 15, 2018 (this “Agreement”), is made and entered into by and between Crawford & Company, a Georgia corporation (“Equity Seller”), Crawford & Company (Canada) Inc., a Canada corporation (“Asset Seller”; each of Equity Seller and Asset Seller, a “Seller” and collectively “Sellers”), Epiq Class Action & Claims Solutions, Inc., a Rhode Island corporation (“Equity Buyer”), and Epiq Systems Canada ULC, a British Columbia unlimited liability company (“Asset Buyer” each of Equity Buyer and Asset Buyer, a “Buyer” and collectively “Buyers”). Buyers (collectively) and Sellers (collectively) are each referred to individually as a “Party” and collectively as the “Parties”.
MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT by and among J.P. CARROLL & CO., LLC, EAGLE CREEK RANCH, L.L.C., NR NUTRIENT RECOVERY, LLC JOSEPH P. CARROLL, JR., MARTIN A. REDEKER and MONTAUK SWINE AG, LLCMembership Interest and Asset Purchase Agreement • May 11th, 2021 • Montauk Renewables, Inc. • Gas & other services combined • Pennsylvania
THIS MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of May 10, 2021, is by and among J.P. Carroll & Co., LLC, a North Carolina limited liability company (“JP Seller”), Eagle Creek Ranch L.L.C., a Colorado limited liability company (“ECR Seller” and, together with JP Seller, “Interest Sellers”), NR3 Nutrient Recovery, LLC, a North Carolina limited liability company (“Asset Seller” and, together with Interest Sellers, “Sellers” and each individually, a “Seller”), Joseph P. Carroll, Jr. (“Carroll”) and Martin A. Redeker (“Redeker”), and Montauk Swine Ag, LLC, a Delaware limited liability company (“Buyer”).
MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT AMONG CONSOL ENERGY, INC. CONSOL MINING HOLDING COMPANY LLC CONSOL BUCHANAN MINING COMPANY LLC CONSOL AMONATE MINING COMPANY LLC CONSOL MINING COMPANY LLC CNX LAND LLC CNX MARINE TERMINALS INC. CNX RCPC...Membership Interest and Asset Purchase Agreement • February 29th, 2016 • CONSOL Energy Inc • Bituminous coal & lignite surface mining • Delaware
This Membership Interest and Asset Purchase Agreement (this “Agreement”), dated as of February 26, 2016, is entered into among CONSOL ENERGY, INC., a Delaware corporation (“Parent”), CONSOL AMONATE MINING COMPANY LLC, a Delaware limited liability company (“CAM”), CONSOL AMONATE FACILITY LLC, a Delaware limited liability company, the RESERVE PROPERTY SELLERS, CONSOL MINING HOLDING COMPANY LLC, a Delaware limited liability company (“CMHC” and together with Parent, CONSOL Amonate Facility LLC, CAM and the Reserve Property Sellers, collectively the “Sellers”), CONSOL BUCHANAN MINING COMPANY LLC, a Delaware limited liability company (“Target”) and CORONADO IV LLC, a Delaware limited liability company (“Buyer”).
MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT BETWEEN ENDO VENTURES LIMITED, PAR PHARMACEUTICAL, INC., MENDHAM HOLDINGS, LLC AND THE SELLER RELATED PARTIES DATED AS OF APRIL 26, 2018Membership Interest and Asset Purchase Agreement • April 26th, 2018 • Endo International PLC • Pharmaceutical preparations • New York
This Membership Interest and Asset Purchase Agreement (this “Agreement”), dated as of April 26, 2018, is entered into between Mendham Holdings, LLC, a Delaware limited liability company (“Seller”), Endo Ventures Limited, an Irish company (“EVL”), Par Pharmaceutical, Inc., a New York corporation (“PPI”) (EVL and PPI are hereinafter each individually referred to as a “Buyer” and, collectively, “Buyers”), and the Seller Related Parties listed on the signature pages hereto (collectively, the “Seller Related Parties”).
MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENT AMONG RESOLUTE ENERGY CORPORATION, HICKS ACQUISITION COMPANY I, INC. AND RESOLUTE NATURAL RESOURCES COMPANY, LLC AS SELLERS, RESOLUTE ANETH, LLC AS THE COMPANY AND ELK PETROLEUM ANETH, LLC AS BUYER, AND...Membership Interest and Asset Purchase Agreement • November 6th, 2017 • Resolute Energy Corp • Crude petroleum & natural gas • Colorado
This Membership Interest and Asset Purchase Agreement (this “Agreement”) is made and entered into this September 14, 2017 (the “Execution Date”), local time in Denver, Colorado, by and among RESOLUTE ENERGY CORPORATION, a Delaware corporation (“Resolute”), HICKS ACQUISITION COMPANY I, INC., a Delaware corporation (“HACI” and together with Resolute, the “Company Sellers”), RESOLUTE NATURAL RESOURCES COMPANY, LLC, a Delaware limited liability company (“RNR” and together with the Company Sellers, the “Sellers”), RESOLUTE ANETH, LLC, a Delaware limited liability company (the “Company”), ELK PETROLEUM ANETH, LLC, a Delaware limited liability company (“Buyer”), and ELK PETROLEUM LIMITED, an Australian company limited by shares (“Parent Guarantor”). Buyer, the Company and Sellers are collectively referred to as the “Parties” and individually as a “Party.” Parent Guarantor joins this Agreement solely for the purposes of Section 3.04, Article VIII, Section 9.08, Section 11.03 and Section 12.05.
EXECUTION VERSION MEMBERSHIP INTEREST AND ASSET PURCHASE AGREEMENTMembership Interest and Asset Purchase Agreement • February 20th, 2003 • Barnes Group Inc • Miscellaneous fabricated metal products • New York
