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4. the purchase price paid for the stock in trade and for parts and supplies will be adjusted based on an inventory of those items on the day after the close of the sale. items will be valued at the direct costs to sellers. buyer may exclude from the inventories any items the purchaser reasonably considers as unsalable or unusable. the following warranties, conditions, and representations in favor of the purchaser are incorporated into this agreement: the following warranties, conditions, and representations are made and given by the sellers and are incorporated into this agreement: a. that sellers are the sole partners of the general partnership and they own and have the right to sell the business, assets, supplies, materials, goodwill, and the items contained in schedule a. c. sellers will continue to carry on the business in the usual manner until closing and will not do anything to the prejudice of the business or the goodwill. g. that sellers have made a full and fair disclosure in all material aspects of any matter that could reasonably be expected to affect the purchaser’s decision to purchase the business.
9. the sellers shall pay all sales taxes payable or collectible in connection with carrying on the business prior to closing. the purchaser shall pay any and all sales taxes payable in respect to the sale pursuant to this agreement. 11. sellers shall comply with all applicable laws governing the bulk sales or any other assets pursuant to this agreement. 16. if any provision or part of this agreement is void for any reason, it shall be severed without affecting the validity of the balance of this agreement. this agreement constitutes an offer to purchase and may be accepted only by the sellers. acceptance may be only by the receipt by the purchaser of a properly signed copy of this agreement.
purchase and sale of partnership interests. upon the terms and subject to the conditions set forth herein, each seller agrees to convey, sell, transfer, assign, this partnership interest purchase and sale agreement (this “agreement”) is executed and delivered as of , by and between fore holdings, llc, an this membership interest purchase agreement (this “agreement”), dated as of this 13th day of may, 2013, is entered into by and between (i) hi-crush partners, llc partner buyout agreement template, llc partner buyout agreement template, partnership buyout agreement pdf, partnership agreement template, partnership buyout agreement template.
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