Membership Unit Purchase Agreement Sample Contracts

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American Funeral Svcs Corp – Membership Unit Purchase Agreement (May 16th, 2017)

THIS MEMBERSHIP UNIT PURCHASE AGREEMENT is entered into as of April 30th, 2017 by Rokk3r Labs, LLC, a Florida limited liability company (the "Company"), and the Purchaser set forth on Schedule I hereto (the "Purchaser").

Intelligent Highway Solutions, Inc. – Membership Unit Purchase Agreement (March 24th, 2017)

WHEREAS, the Parties have entered into that certain Senior Secured Revolving Credit Facility Agreement, dated as of February 28, 2017 and made effective as of March 9, 2017 (the "Credit Agreement"), by and among TCA, as lender, Intelligent Highway, as joint and several co-borrower and joint and several guarantor, TCA Cresent Construction Company, LLC, as joint and several co-borrower ("TCA Cresent"), and Cresent Construction Company, Inc., a North Carolina corporation, as guarantor;

Nuvel Holdings, Inc. – Membership Unit Purchase Agreement (December 5th, 2016)

THIS MEMBERSHIP UNIT PURCHASE AGREEMENT, dated as of February 12, 2016, is by and among OrangeHook, Inc., a Minnesota corporation (the "Company"), AGL (as defined below), the members of AGL that are signatories hereto (each a "Transferor" and collectively, the "Transferors").

MEMBERSHIP UNIT PURCHASE AGREEMENT by and Among CVENT ATLANTA, LLC, THE MEMBERS OF SIGNUP4, LLC, THE FOUNDERS OF SIGNUP4, LLC, THE REPRESENTATIVE OF THE MEMBERS and CVENT, INC. Dated as of May 8, 2015 (May 11th, 2015)

THIS MEMBERSHIP UNIT PURCHASE AGREEMENT (the Agreement) is entered into as of May 8, 2015, by and among Cvent Atlanta, LLC, a Delaware limited liability company (Buyer), Nicholas Romano, Doug Wetzel and Mark Hubrich (each a Founder and collectively, the Founders), each of the Persons listed on the signature pages attached hereto as a Seller, including each Founder (each a Seller and collectively, the Sellers), who are all of the members of SignUp4, LLC, a Georgia limited liability company (the Company), Nicholas Romano, Doug Wetzel and Mark Hubrich, as the representative of the Sellers (the Representative) and, solely with respect to Section 9.15, Cvent, Inc., a Delaware corporation (Guarantor). Each of the Buyer, the Founders, the Sellers and the Representative are referred to herein as a Party and together as the Parties.

Newstar Financial – LOAN AND SERVICING AGREEMENT Dated as of May 5, 2015 by and Among NEWSTAR WAREHOUSE FUNDING I LLC, as the Borrower, NEWSTAR FINANCIAL, INC., as the Originator and as the Collateral Manager, EACH OF THE LENDERS FROM TIME TO TIME PARTY HERETO, as the Lenders, CITIBANK, N.A., as the Administrative Agent, and U.S. BANK NATIONAL ASSOCIATION, as the Trustee and the Custodian (May 11th, 2015)

THIS LOAN AND SERVICING AGREEMENT (as amended, modified, waived, supplemented, restated or replaced from time to time, the "Agreement") is made as of this May 5, 2015, by and among:

Aspirity Holdings Llc – Assignment of Membership Unit Purchase Agreement (November 14th, 2012)

THIS ASSIGNMENT OF MEMBERSHIP UNIT PURCHASE AGREEMENT (the "Agreement"), dated as of the 18th day of July 2012 and effective as of July 1st, 2012 (the "Effective Date"), is made by and among Twin Cities Power Holdings, LLC ("TCPH"), a Minnesota Limited Liability Company, Twin Cities Power, L.L.C. ("TCP), A Minnesota Limited Liability Company and John O. Hanson ("HANSON"). TCPH, TCP and HANSON are jointly referred to as parties ("PARTIES").

ViSalus, Inc. – VISALUS HOLDINGS, LLC Preferred Membership Unit Purchase Agreement (September 17th, 2012)

THIS PREFERRED MEMBERSHIP UNIT PURCHASE AGREEMENT (the Agreement) is made and entered into as of November 25, 2005, by and among VISALUS HOLDINGS, LLC, a Delaware limited liability company (the Company), and Ropart Asset Management Fund, LLC, a Delaware limited liability company (hereinafter referred to as RAM and/or Purchaser).

ViSalus, Inc. – VISALUS HOLDINGS, LLC Preferred Membership Unit Purchase Agreement (August 29th, 2012)

THIS PREFERRED MEMBERSHIP UNIT PURCHASE AGREEMENT (the Agreement) is made and entered into as of November 25, 2005, by and among VISALUS HOLDINGS, LLC, a Delaware limited liability company (the Company), and Ropart Asset Management Fund, LLC, a Delaware limited liability company (hereinafter referred to as RAM and/or Purchaser).

ViSalus, Inc. – VISALUS HOLDINGS, LLC Preferred Membership Unit Purchase Agreement (August 16th, 2012)

THIS PREFERRED MEMBERSHIP UNIT PURCHASE AGREEMENT (the Agreement) is made and entered into as of November 25, 2005, by and among VISALUS HOLDINGS, LLC, a Delaware limited liability company (the Company), and Ropart Asset Management Fund, LLC, a Delaware limited liability company (hereinafter referred to as RAM and/or Purchaser).

Aspirity Holdings Llc – Membership Unit Purchase Agreement (March 30th, 2012)

THIS MEMBERSHIP UNIT PURCHASE AGREEMENT (Agreement) is entered into by and between TWIN CITIES POWER, L.L.C., TWIN CITIES ENERGY, L.L.C. and CYGNUS PARTNERS, L.L.C., all Minnesota Limited Liability Companies (the PURCHASERS), and M. J. TUFTE (the SELLER) dated the 30th day of December 2011 and for accounting purposes this Agreement shall be determined to be effective January 1st, 2012. The PURCHASERS and SELLER are jointly referred to as PARTIES (PARTIES).

Aspirity Holdings Llc – Membership Unit Purchase Agreement (March 30th, 2012)

THIS MEMBERSHIP UNIT PURCHASE AGREEMENT (Agreement) is entered into by and between TWIN CITIES POWER, L.L.C., a Minnesota Limited Liability Company (the SELLER and/or COMPANY), and JOHN O. HANSON (the PURCHASER) dated the 28th day of March 2012 and for accounting purposes this Agreement shall be determined to be effective January 31st, 2012. The PURCHASER and SELLER are jointly referred to as PARTIES (PARTIES).

Aspirity Holdings Llc – Membership Unit Purchase Agreement (February 10th, 2012)

THIS MEMBERSHIP UNIT PURCHASE AGREEMENT (Agreement) is entered into by and between TWIN CITIES POWER, L.L.C., TWIN CITIES ENERGY, L.L.C. and CYGNUS PARTNERS, L.L.C., all Minnesota Limited Liability Companies (the PURCHASERS), and M. J. TUFTE (the SELLER) dated the 30th day of December 2011 and for accounting purposes this Agreement shall be determined to be effective January 1st, 2012. The PURCHASERS and SELLER are jointly referred to as PARTIES (PARTIES).

Membership Unit Purchase Agreement (May 7th, 2010)

MEMBERSHIP UNIT PURCHASE AGREEMENT (this "Agreement") dated May 6, 2010 and effective as of the close of business on April 30, 2010 (the "Effective Date") , by and among MF + P ACQUISITION CO., a Delaware corporation (the "Purchaser"), INTEGRATED MEDIA SOLUTIONS, LLC, a New York limited liability company ("IMS Holdco"), ROBERT INGRAM ("Ingram"), DESIREE DU MONT ("Desiree"), RON CORVINO ("Ron"; and together with Ingram and Desiree, individually a "Principal" and collectively, the "Principals"), and solely for purposes of Sections 7.6.6 and 8.19, MDC Partners Inc., a corporation existing under the laws of Canada ("MDC Partners").

Amendment to Membership Unit Purchase Agreement (April 12th, 2010)

This Amendment (the Amendment) is entered into as of April 7, 2010, by and among XE SERVICES LLC, a Delaware limited liability company (Seller), AAR AIRLIFT, LLC, a Delaware limited liability company (Purchaser), and AAR CORP., a Delaware corporation and the indirect parent of Purchaser (AAR), with respect to the Membership Unit Purchase Agreement dated as of March 25, 2010 (the Purchase Agreement) by and among Seller, Purchaser and, for the limited purposes specified therein, AAR. Capitalized but undefined terms used in this Amendment shall have the same meanings as are set forth in the Purchase Agreement.

Membership Unit Purchase Agreement by and Among Xe Services Llc, Aar Airlift, Llc and Aar Corp. Dated as of March 25, 2010 Sale of Aviation Worldwide Services, L.L.C. And Ep Aviation, Llc (March 29th, 2010)

This MEMBERSHIP UNIT PURCHASE AGREEMENT (this Agreement), dated as of March 25, 2010 (the Execution Date), is by and among XE SERVICES LLC, a Delaware limited liability company (Seller), AAR AIRLIFT, LLC, a Delaware limited liability company (Purchaser), and, for the purposes of Article 6, Section 7.3 and Section 7.19 only, AAR CORP., a Delaware corporation and the indirect parent of Purchaser (AAR). Seller and Purchaser are sometimes individually referred to herein as a Party and collectively as the Parties.

Lilis Energy, Inc. – Membership Unit Purchase Agreement (September 22nd, 2009)

This Membership Unit Purchase Agreement ("Agreement"), is made and entered into as of the 21st day of September 2009 by and among Universal Holdings, Inc., a corporation organized under the laws of the State of Nevada ("Universal"); Lanny M. Roof and Judith Lee (the "Universal Principal Stockholders"); and Michael Hlavsa ("Hlavsa" or the "Coronado Unitholder"). Universal, the Universal Principal Stockholders and Hlavsa are hereinafter sometimes individually referred to as a "Party" and collectively referred to as the "Parties."

Auriga Laboratories – Membership Unit Purchase Agreement (December 13th, 2007)

THIS MEMBERSHIP UNIT PURCHASE AGREEMENT (the Agreement) is entered into as of December 12, 2007, by and among Auriga Laboratories, Inc., a Delaware corporation (Shareholder), Stesso Pharmaceuticals, LLC, a Delaware limited liability company (the Company) and Malibu Pharma, Inc., a Delaware corporation (collectively referred to hereinafter as Purchaser).

Alpha NR Holding Inc – MEMBERSHIP UNIT PURCHASE AGREEMENT Among PREMIUM ENERGY, LLC and THE UNITHOLDERS OF BUCHANAN ENERGY COMPANY, LLC Dated as of September 23, 2005 (September 26th, 2005)

THIS MEMBERSHIP UNIT PURCHASE AGREEMENT (this Agreement) is made as of September 23, 2005, among Premium Energy, LLC, a Delaware limited liability company (Buyer), on the one hand, and the unitholders (Sellers) of Buchanan Energy Company, LLC, a Virginia limited liability company (the Company), set forth on the signature pages to this Agreement. Collectively, Buyer and Sellers shall be referred to in this Agreement as the Parties. Capitalized terms not otherwise defined in this Agreement have the meaning given such terms in Article I.

Amendment No. 1 to Membership Unit Purchase Agreement (August 9th, 2005)

AMENDMENT NO. 1 dated August 8, 2005 (Amendment No. 1), to the MEMBERSHIP UNIT PURCHASE AGREEMENT (the Purchase Agreement) dated April 1, 2005, by and among ZG ACQUISITION INC., a Delaware corporation (the Purchaser), MDC PARTNERS INC., a corporation organized under the federal laws of Canada, Sergio Zyman, ZYMAN GROUP, LLC, a Delaware limited liability company (together with any predecessor company, including Zyman Group, LLC, a Nevada limited liability company, and including its subsidiaries, the Company), ZYMAN COMPANY, INC., , and certain other unitholders of the Company thereto (collectively, the Management Sellers; together with Zyman, the Sellers and each individually, a Seller).

Dakota Growers Pasta Co Inc – Membership Unit Purchase Agreement (July 1st, 2005)

This MEMBERSHIP UNIT PURCHASE AGREEMENT (the Purchase Agreement), effective as of May 1, 2005, among and between Dakota Growers Pasta Company, Inc., a North Dakota corporation (Dakota), B-New, LLC, an Ohio limited liability company (BNEW), TechCom Group, LLC, a Florida limited liability company (TechCom), and Buhler, Inc., a Minnesota corporation (Buhler) (Dakota, BNEW, TechCom and Buhler may be referred to herein as a Member and collectively as the Members).

Membership Unit Purchase Agreement (April 1st, 2005)

MEMBERSHIP UNIT PURCHASE AGREEMENT (this Agreement) dated April 1, 2005, by and among ZG ACQUISITION INC., a Delaware corporation (the Purchaser), MDC PARTNERS INC., a corporation organized under the federal laws of Canada (MDC Partners), Sergio Zyman (with respect to Section 7.3.), ZYMAN GROUP, LLC, a Delaware limited liability company (together with any predecessor company, including Zyman Group, LLC, a Nevada limited liability company (Nevada LLC), and including, for purposes of Article III (other than Sections 3.1-3.4, 3.6 and 3.7.2), its subsidiaries, the Company), ZYMAN COMPANY, INC., a Delaware corporation (Zyman), and the other unitholders of the Company listed on the signature page hereto (collectively, the Management Sellers; together with Zyman, the Sellers and each individually, a Seller).

Global Cash Access – Membership Unit Purchase Agreement (July 8th, 2004)

THIS MEMBERSHIP UNIT PURCHASE AGREEMENT (the Agreement) is entered into as of March 10, 2004, by and among Bank of America Corporation, a Delaware corporation (Purchaser), M&C International, a Nevada Corporation (Seller), and GCA Holdings, LLC, a Delaware limited liability company (the Company).

Paragon R E Eqty & Inv Trust – Membership Unit Purchase Agreement (January 16th, 2001)

THIS AGREEMENT, made and entered into this 29th day of December, 2000 is by and between Wellington Properties Investments, L.P., a Delaware limited partnership ("Seller") and Steven B. Hoyt, Bruce K. Hoyt, Donald Ringrose, and Richard Wolsfeld, each individuals (collectively, the "Buyers").