Sale And Purchase Agreement Sample Contracts

Crypto Services – SALE AND PURCHASE AGREEMENT FOR THE ACQUISITION of 100% OF THE SHARES AND ASSETS OF JIUJIU GROUP STOCK CO., LTD., a Company Incorporated Under the Laws of Republic of Seychelles, With the Address at 1st Floor, Victoria, Mahe, Republic of Seychelles ("JJGS") (March 6th, 2019)

WHEREAS, FVTI desires to purchase 100% of the issued and outstanding shares of JJGS (together with all of the assets of JJGS, the "Business Assets") on the terms and subject to conditions set forth herein and;

Sale and Purchase Agreement (February 25th, 2019)

Vetra Exploracion y Produccion Colombia S.A.S., a company incorporated and existing under the laws of the Colombia whose registered office is at Avenida Calle 82, No. 10-33, 7th Floor, Bogota, Colombia;

Pellet Sale and Purchase Agreement (February 8th, 2019)

THIS AGREEMENT, entered into, dated February 19, 2014 and effective as of January 1, 2014 ("Agreement"), by and among CLIFFS SALES COMPANY, an Ohio corporation ("Cliffs") and AK STEEL CORPORATION, a Delaware corporation ("AK Steel").

SALE AND PURCHASE AGREEMENT TECH-IT PSF SA 3 JANUARY 2019 Between Mr. Kaddour Hamid and KARP-KNEIP PARTICIPATIONS S.A. As the Sellers Computer Task Group Luxembourg PSF S.A. As Purchaser (January 3rd, 2019)
Solar Power, Inc. – Dated the 28 Day of August 2018 SPI ENERGY CO., LTD (As Seller) and LIGHTING CHARM LIMITED (As Buyer) SALE AND PURCHASE AGREEMENT for the Sale and Purchase of 100% of the Issued Share Capital of SPI CHINA (HK) LIMITED (December 10th, 2018)

Clause Headings Page 1. DEFINITIONS AND INTERPRETATION 2 2. SALE AND PURCHASE OF SALE SHARES 5 3. CONSIDERATION 5 4. CONDITIONS PRECEDENT 5 5. COMPLETION 6 6. REPRESENTATIONS AND WARRANTIES 8 7. OPTION 9 8. PRE-EMPTION RIGHT 9 9. FURTHER ASSURANCE 9 10. RESTRICTIONS ON COMMUNICATION AND ANNOUNCEMENTS 9 11. PARTIAL INVALIDITY 10 12. COSTS AND EXPENSES 10 13. ASSIGNMENT 10 14. CONTINUING EFFECT OF AGREEMENT 10 15. GENERAL 10 16. NOTICES 11 17. COUNTERPARTS 12 18. LAW AND JURISDICTION 12 SCHEDULE 1 PARTICULARS OF THE SPI CHINA (HK) LTD. 14 SCHEDULE 2 PARTICULARS OF THE SUBSIDIARIES OF THE COMPANY 15 SCHEDULE 3 PARTICULARS OF THE SUBSIDIARIES OF THE COMPANY TO BE TRANSFERRED OUT OF THE COMPANY BEFORE OR UPON

Hines Global REIT, Inc. – Preliminary Sale and Purchase Agreement Relating to Enterprises (November 14th, 2018)

Unless provided otherwise in this Agreement, the terms written with capital letters have the meaning described in Sections below.

Document Security Systems, Inc. – Sale and Purchase Agreement (October 29th, 2018)

This Sale and Purchase Agreement (this "Agreement") is dated as of October 24, 2018, between Global eMacMall Limited., a company incorporated in Hong Kong (the "Company"), Document Security Systems, Inc., a New York corporation ("DSS"), and Li Kin Pong, a resident of Hong Kong holding Identity Card No. C661382 ("LKP").

Bosy Holdings Corp. – SALE AND PURCHASE AGREEMENT BY AND BETWEEN UNITED ROYALE HOLDINGS CORP. AND Representing Sole Shareholder of IV Enterprises Development Limited DATED AS OF SEPTEMBER 30, 2018 SALE AND PURCHASE AGREEMENT (October 3rd, 2018)

THIS SALE AND PURCHASE AGREEMENT (this "Agreement"), dated as of September 30, 2018, is by and between United Royale Holdings Corp., a company incorporated in Nevada, USA and listed on the OTC Markets (OTCQB:URYL), of Unit Room 7C, World Trust Tower Building, 50 Stanley Street, Central, Hong Kong ("URYL") and Mr. CHEN Zheru, the sole shareholder of IV Enterprises Development Limited, a company incorporated in Seychelles of Oliaji Trade Centre - 1st Floor, Victoria, Mahe, Seychelles. ("IVED"). URYL and IVED are referred to herein individually as a "Party" and collectively as the "Parties."

NorthStar/RXR New York Metro Real Estate, Inc. – Mezzanine Loan Sale and Purchase Agreement (August 21st, 2018)

This MEZZANINE LOAN SALE AND PURCHASE AGREEMENT (this "Agreement") is entered into as of the 20th of August, 2018 by RXR 11 JANE MEZZ LENDER LLC, a Delaware limited liability company ("Seller"), and CLNC ML JANE NYC, LLC, a Delaware limited liability company ("Purchaser").

NorthStar/RXR New York Metro Real Estate, Inc. – Mezzanine Loan Sale and Purchase Agreement (August 21st, 2018)

This MEZZANINE LOAN SALE AND PURCHASE AGREEMENT (this "Agreement") is entered into as of the 20th of August, 2018 by RXR 11 JANE MEZZ LENDER LLC, a Delaware limited liability company ("Seller"), and CLNC ML JANE NYC, LLC, a Delaware limited liability company ("Purchaser").

Farfetch Ltd – SALE AND PURCHASE AGREEMENT Relating to the Issued Share Capital of FASHION CONCIERGE UK LIMITED (August 20th, 2018)
Hotel Outsource Management International Inc – Sale and Purchase Agreement (August 20th, 2018)
China Wind Systems – Dated the 17th Day of August 2018 LEUNG TIN LUNG DAVID (Liang Tian Long ) (As Vendor) and SHARING ECONOMY INVESTMENT LIMITED (As Purchaser) SALE AND PURCHASE AGREEMENT in Respect of 60% of the Issued Share Capital of GAGFARE LIMITED (August 20th, 2018)

Clause Headings Page 1. DEFINITIONS AND INTERPRETATION 2 2. SALE AND PURCHASE OF SALE SHARES 5 3. CONSIDERATION 6 4. CONDITIONS PRECEDENT 6 5. COMPLETION 7 6. REPRESENTATIONS AND WARRANTIES 9 7. VENDOR'S GUARANTEE AND UNDERTAKING 11 8. CALL OPTION 13 9. FURTHER ASSURANCE 13 10. RESTRICTIONS ON COMMUNICATION AND ANNOUNCEMENTS 13 11. PARTIAL INVALIDITY 14 12. COSTS AND EXPENSES 14 13. ASSIGNMENT 14 14. CONTINUING EFFECT OF AGREEMENT 14 15. GENERAL 14 16. NOTICES 15

Variation of Terms of the Sale and Purchase Agreement (As Amended, Restated, Supplemented or Otherwise Modified From Time to Time, the Agreement) Dated 21 December 2017 Between (1) Quantum Strategic Partners Limited, Franek Sodzawiczny, Matthew Pullen, Louise Jarvis, Julian King, Nigel Rogers, Chester Reid, Michael Venables, Mark O'Keefe, Aslihan Gurescier, Keith Cronshaw, Pension Partnership SSAS Trustees Limited and Zenium Investorco Limited (Each a Seller and Together the Sellers), (2) Zenium Topco Limited, (3) CyrusOne Dutch Holdings B.V. (The Buyer), (4) ZTL Seller Rep, LLC and (5) CyrusO (August 17th, 2018)

This deed (this Ninth Side Letter) sets out the terms on which the Sellers' Representative (on behalf of the Sellers) and the Buyer have agreed to vary the terms of the Agreement, as varied in accordance with those certain Side Letters entered into between the Sellers' Representative (on behalf of the Sellers) and the Buyer on April 20, 2018, April 26, 2018, May 17, 2018, May 25, 2018, June 28, 2018, July 19, 2018, July 27, 2018 and August 10, 2018 (together, the Side Letters), in accordance with clause 20.5 of the Agreement. Unless otherwise defined in this Ninth Side Letter, the terms defined in the Agreement shall have the same meanings in this Ninth Side Letter.

Variation of Terms of the Sale and Purchase Agreement (As Amended, Restated, Supplemented or Otherwise Modified From Time to Time, the Agreement) Dated 21 December 2017 Between (1) Quantum Strategic Partners Limited, Franek Sodzawiczny, Matthew Pullen, Louise Jarvis, Julian King, Nigel Rogers, Chester Reid, Michael Venables, Mark O'Keefe, Aslihan Gurescier, Keith Cronshaw, Pension Partnership SSAS Trustees Limited and Zenium Investorco Limited (Each a Seller and Together the Sellers), (2) Zenium Topco Limited, (3) CyrusOne Dutch Holdings B.V. (The Buyer), (4) ZTL Seller Rep, LLC and (5) CyrusO (August 13th, 2018)

This deed (this Eighth Side Letter) sets out the terms on which the Sellers' Representative (on behalf of the Sellers) and the Buyer have agreed to vary the terms of the Agreement, as varied in accordance with those certain Side Letters entered into between the Sellers' Representative (on behalf of the Sellers) and the Buyer on April 20, 2018, April 26, 2018, May 17, 2018, May 25, 2018, June 28, 2018, July 19, 2018 and July 27, 2018 (together, the Side Letters), in accordance with clause 20.5 of the Agreement. Unless otherwise defined in this Eighth Side Letter, the terms defined in the Agreement shall have the same meanings in this Eighth Side Letter.

Variation of Terms of the Sale and Purchase Agreement (As Amended, Restated, Supplemented or Otherwise Modified From Time to Time, the Agreement) Dated 21 December 2017 Between (1) Quantum Strategic Partners Limited, Franek Sodzawiczny, Matthew Pullen, Louise Jarvis, Julian King, Nigel Rogers, Chester Reid, Michael Venables, Mark O'Keefe, Aslihan Gurescier, Keith Cronshaw, Pension Partnership SSAS Trustees Limited and Zenium Investorco Limited (Each a Seller and Together the Sellers), (2) Zenium Topco Limited, (3) CyrusOne Dutch Holdings B.V. (The Buyer), (4) ZTL Seller Rep, LLC and (5) CyrusO (July 20th, 2018)

This deed (this Sixth Side Letter) sets out the terms on which the Sellers' Representative (on behalf of the Sellers) and the Buyer have agreed to vary the terms of the Agreement, as varied in accordance with those certain Side Letters entered into between the Sellers' Representative (on behalf of the Sellers) and the Buyer on April 20, 2018, April 26, 2018, May 17, 2018, May 25, 2018 and June 28, 2018 (together, the Side Letters), in accordance with clause 20.5 of the Agreement. Unless otherwise defined in this Sixth Side Letter, the terms defined in the Agreement shall have the same meanings in this Sixth Side Letter.

Variation of Terms of the Sale and Purchase Agreement (As Amended, Restated, Supplemented or Otherwise Modified From Time to Time, the Agreement) Dated 21 December 2017 Between (1) Quantum Strategic Partners Limited, Franek Sodzawiczny, Matthew Pullen, Louise Jarvis, Julian King, Nigel Rogers, Chester Reid, Michael Venables, Mark O'Keefe, Aslihan Gurescier, Keith Cronshaw, Pension Partnership SSAS Trustees Limited and Zenium Investorco Limited (Each a Seller and Together the Sellers), (2) Zenium Topco Limited, (3) CyrusOne Dutch Holdings B.V. (The Buyer), (4) ZTL Seller Rep, LLC and (5) CyrusO (June 29th, 2018)

This deed (this Fifth Side Letter) sets out the terms on which the Sellers' Representative (on behalf of the Sellers) and the Buyer have agreed to vary the terms of the Agreement, as varied in accordance with those certain Side Letters entered into between the Sellers' Representative (on behalf of the Sellers) and the Buyer on April 20, 2018, April 26, 2018, May 17, 2018 and May 25, 2018 (together, the Side Letters), in accordance with clause 20.5 of the Agreement. Unless otherwise defined in this Fifth Side Letter, the terms defined in the Agreement shall have the same meanings in this Fifth Side Letter.

Vodafone Group Plc – SALE AND PURCHASE AGREEMENT Relating to the Sale of Liberty Global Plcs Businesses in Germany, Romania, Hungary and the Czech Republic (June 8th, 2018)
Farfetch Ltd – SALE AND PURCHASE AGREEMENT Relating to the Issued Share Capital of FASHION CONCIERGE UK LIMITED (May 30th, 2018)
Variation of Terms of the Sale and Purchase Agreement (As Amended, Restated, Supplemented or Otherwise Modified From Time to Time, the Agreement) Dated 21 December 2017 Between (1) Quantum Strategic Partners Limited, Franek Sodzawiczny, Matthew Pullen, Louise Jarvis, Julian King, Nigel Rogers, Chester Reid, Michael Venables, Mark O'Keefe, Aslihan Gurescier, Keith Cronshaw, Pension Partnership SSAS Trustees Limited and Zenium Investorco Limited (Each a Seller and Together the Sellers), (2) Zenium Topco Limited, (3) CyrusOne Dutch Holdings B.V. (The Buyer), (4) ZTL Seller Rep, LLC and (5) CyrusO (May 29th, 2018)

This deed (this Fourth Side Letter) sets out the terms on which the Sellers' Representative (on behalf of the Sellers) and the Buyer have agreed to vary the terms of the Agreement, as varied in accordance with those certain Side Letters entered into between the Sellers' Representative (on behalf of the Sellers) and the Buyer on April 20, 2018, April 26, 2018 and May 17, 2018 (together, the Side Letters), in accordance with clause 20.5 of the Agreement. Unless otherwise defined in this Fourth Side Letter, the terms defined in the Agreement shall have the same meanings in this Fourth Side Letter.

Amendment to Sale and Purchase Agreement (May 22nd, 2018)

Xella International S.A., a Luxembourg stock corporation, registered with the Luxembourg Trade and Companies Register under number B 139.488 with business address at 2, rue de Bitbourg, L-1273 Luxembourg, Grand Duchy of Luxembourg,

Variation of Terms of the Sale and Purchase Agreement (As Amended, Restated, Supplemented or Otherwise Modified From Time to Time, the Agreement) Dated 21 December 2017 Between (1) Quantum Strategic Partners Limited, Franek Sodzawiczny, Matthew Pullen, Louise Jarvis, Julian King, Nigel Rogers, Chester Reid, Michael Venables, Mark O'Keefe, Aslihan Gurescier, Keith Cronshaw, Pension Partnership SSAS Trustees Limited and Zenium Investorco Limited (Each a Seller and Together the Sellers), (2) Zenium Topco Limited, (3) CyrusOne Dutch Holdings B.V. (The Buyer), (4) ZTL Seller Rep, LLC and (5) CyrusO (May 21st, 2018)

This deed (this Third Side Letter) sets out the terms on which the Sellers' Representative (on behalf of the Sellers) and the Buyer have agreed to vary the terms of the Agreement, as varied in accordance with that certain Side Letter entered into between the Sellers' Representative (on behalf of the Sellers) and the Buyer on April 20, 2018 and as further varied in accordance with that certain Second Side Letter entered into between the Sellers' Representative (on behalf of the Sellers) and the Buyer on April 26, 2018 (together, the Side Letters), in accordance with clause 20.5 of the Agreement. Unless otherwise defined in this Third Side Letter, the terms defined in the Agreement shall have the same meanings in this Third Side Letter.

Amendment and Restatement Deed to Sale and Purchase Agreement (May 11th, 2018)
UPC GERMANY HOLDING B.V. And UPC CEE HOLDING B.V. And UPC POLAND HOLDING B.V. And LIBERTY GLOBAL PLC and VODAFONE INVESTMENTS LUXEMBOURG S.A R.L. And VODAFONE CZECH REPUBLIC A.S. And VODAFONE MAGYARORSZAG MOBIL TAVKOZLESI ZARTKORUEN MUKODO RESZVENYTARSASAG and VODAFONE ROMANIA S.A. And VODAFONE EUROPE B.V. And VODAFONE GROUP PLC SALE AND PURCHASE AGREEMENT Relating to the Sale of Liberty Global Plc's Businesses in Germany, Romania, Hungary and the Czech Republic (May 11th, 2018)

UPC Germany Holding B.V., whose registered office is at Boeingavenue 53, 1119 PE Schiphol-Rijk, The Netherlands (registered in the Netherlands with No. 34362415) (the "DE Seller");

M17 Entertainment Ltd – Sale and Purchase Agreement Among M17 Entertainment Limited Infinity E.VENTURES Asia Iii, L.P. (May 11th, 2018)
Babcock & Brown Air Limited – AIRCRAFT SALE AND PURCHASE AGREEMENT IN RESPECT OF Eleven (11) NEW AIRBUS A320-200 NEO AIRCRAFT Thirteen (13) NEW AIRBUS A321-200 NEO AIRCRAFT AND THREE (3) NEW AIRBUS A320-200 CEO AIRCRAFT (May 9th, 2018)
LuckyCom – Intellectual Property Sale and Purchase Agreement (May 7th, 2018)

THIS INTELLECTUAL SALE AND PURCHASE AGREEMENT (this "Agreement") is made as of May 3, 2018 (the "Effective Date") by and between Luckwel Pharmaceuticals Inc. (formerly known as Luckycom Pharmaceuticals Inc.), a Nevada corporation having its business address at11757 Katy Freeway,Suite 1300-A, Houston, Texas 77079 ("Purchaser") and Luckwel Asia Limited (f/k/a Essential Choice Ventures Ltd), a British Virgin Islands corporation having its business address at Suite 1504, 15th Floor, Chinachem Tower 34-37 Connaught Road Central ,Hong Kong ("Seller") ("Purchaser" and with "Seller", the "Parties" or singularly a "Party").

Sterling Jewelers Inc., Zale Delaware, Inc., Signet Jewelers Limited and CLSIG Acquisition Trust RECEIVABLES SALE AND PURCHASE AGREEMENT Dated April 30, 2018 (May 2nd, 2018)

THIS RECEIVABLES SALE AND PURCHASE AGREEMENT (this "Agreement") effective as of April 30, 2018, is made by and between Sterling Jewelers Inc., a Delaware corporation, having its principal location in Ghent Ohio ("Sterling"), Zale Delaware, Inc., a Delaware corporation ("Zale") solely with respect to the Zale Receivables (defined below) (each of Sterling and Zale (as applicable) and collectively, "Seller"), Signet Jewelers Limited, a Bermudan corporation, solely as the Guarantor (defined below), and CLSIG Acquisition Trust, a Delaware statutory trust having its principal location in Wilmington, Delaware ("Company").

Variation of Terms of the Sale and Purchase Agreement (As Amended, Restated, Supplemented or Otherwise Modified From Time to Time, the Agreement) Dated 21 December 2017 Between (1) Quantum Strategic Partners Limited, Franek Sodzawiczny, Matthew Pullen, Louise Jarvis, Julian King, Nigel Rogers, Chester Reid, Michael Venables, Mark O'Keefe, Aslihan Gurescier, Keith Cronshaw, Pension Partnership SSAS Trustees Limited and Zenium Investorco Limited (Each a Seller and Together the Sellers), (2) Zenium Topco Limited, (3) CyrusOne Dutch Holdings B.V. (The Buyer), (4) ZTL Seller Rep, LLC and (5) CyrusO (April 27th, 2018)

This deed (this Side Letter) sets out the terms on which the Sellers' Representative (on behalf of the Sellers) and the Buyer have agreed to vary the terms of the Agreement in accordance with clause 20.5 of the Agreement. Unless otherwise defined in this Side Letter, the terms defined in the Agreement shall have the same meanings in this Side Letter.

Variation of Terms of the Sale and Purchase Agreement (As Amended, Restated, Supplemented or Otherwise Modified From Time to Time, the Agreement) Dated 21 December 2017 Between (1) Quantum Strategic Partners Limited, Franek Sodzawiczny, Matthew Pullen, Louise Jarvis, Julian King, Nigel Rogers, Chester Reid, Michael Venables, Mark O'Keefe, Aslihan Gurescier, Keith Cronshaw, Pension Partnership SSAS Trustees Limited and Zenium Investorco Limited (Each a Seller and Together the Sellers), (2) Zenium Topco Limited, (3) CyrusOne Dutch Holdings B.V. (The Buyer), (4) ZTL Seller Rep, LLC and (5) CyrusO (April 27th, 2018)

This deed (this Second Side Letter) sets out the terms on which the Sellers' Representative (on behalf of the Sellers) and the Buyer have agreed to vary the terms of the Agreement, as varied in accordance with that certain Side Letter entered into between the Sellers' Representative (on behalf of the Sellers) and the Buyer on April 20, 2018 (the Side Letter), in accordance with clause 20.5 of the Agreement. Unless otherwise defined in this Second Side Letter, the terms defined in the Agreement shall have the same meanings in this Second Side Letter.

Apolo Gold & Energy Inc. – SALE AND PURCHASE AGREEMENT by and Among WINCASH APOLO GOLD & ENERGY, INC. (NEVADA) and BANNY INTERNATIONAL TRADING CO. LTD. (MACAU) and CHOI KAI WENG (SHAREHOLDER) (April 26th, 2018)

THIS SALE and PURCHASE AGREEMENT dated as of the 3rd day of April 2018 (the "Agreement") between Wincash Apolo Gold & Energy, Inc., a State of Nevada company ("Wincash"), Banny International Trading Co. Ltd. ("Banny"), a Macau corporation, and Choi Kai Weng (the "Selling Shareholder").

EWT Holdings I Corp. – Quota Sale and Purchase Agreement Between Giotto Water S.R.L. And Wtg Holdings Cooperatief U.A. (April 6th, 2018)
Boxlight Corp – Sallyport Commercial Finance, Llc Account Sale and Purchase Agreement (April 2nd, 2018)

THIS ACCOUNT SALE AND PURCHASE AGREEMENT (this "Agreement") is entered into in Houston, Texas, between Sallyport Commercial Finance, LLC ("Purchaser"), with offices at 14100 Southwest Freeway, Suite 210, Sugar Land, Texas 77478 and Boxlight, Inc. ("Seller"), whose office is located at 1045 Progress Circle, Lawrenceville, GA. 30043 ("Seller's Address").

Sterling Jewelers Inc., Zale Delaware, Inc., Signet Jewelers Limited and CVI SGP Acquisition Trust RECEIVABLES SALE AND PURCHASE AGREEMENT Dated March 12, 2018 (March 14th, 2018)

THIS RECEIVABLES SALE AND PURCHASE AGREEMENT (this "Agreement") effective as of March 12, 2018, is made by and between Sterling Jewelers Inc., a Delaware corporation, having its principal location in Ghent Ohio ("Sterling"), Zale Delaware, Inc., a Delaware corporation ("Zale") solely with respect to the Zale Receivables (defined below) (each of Sterling and Zale (as applicable) and collectively, "Seller"), Signet Jewelers Limited, a Bermudan corporation, solely as the Guarantor (defined below), and CVI SGP Acquisition Trust, a Delaware statutory trust having its principal location in Wilmington, Delaware ("Company").

Amended and Restated Pellet Sale and Purchase Agreement (March 13th, 2018)

This Amended and Restated Pellet Sale and Purchase Agreement (the "Agreement"), entered into, dated and effective as of December 31, 2015 (the "Effective Date"), by and among The Cleveland-Cliffs Iron Company, an Ohio corporation ("CCIC"), Cliffs Mining Company, a Delaware corporation ("Mining") ("CCIC" and "Mining" being collectively referred to herein as "Cliffs") and AK Steel Corporation, a Delaware corporation ("AK Steel"). AK Steel and Cliffs may singularly be referred to as Party and collectively Parties.