Counterparts
132 distinct versions of this provision, from purchase and merger agreements filed with the SEC. Below are 12, each quoted exactly as drafted, each linked to the filing it came from. No two are from the same company.
- 01
Counterparts
This Agreement may be executed in one or more counterparts, any of which may be executed and transmitted by facsimile or other electronic means, and each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The exchange of signed counterparts by each of the parties, including exchange by electronic means, will constitute effective execution and delivery of this Agreement
Bitech Technologies Corp (BTTC) (CIK 0001066764) · filed 2024-11-26 · read the filing · this wording recurs in 11 agreements we hold
- 02
Counterparts
This Agreement may be executed in counterparts, each of which shall constitute an original, and all of which, together, shall constitute the same instrument. Delivery of signed copies hereof by facsimile, PDF or other electronic format shall be deemed to be effective delivery of an original counterpart
LIQUIDMETAL TECHNOLOGIES INC (LQMT) (CIK 0001141240) · filed 2024-10-15 · read the filing · this wording recurs in 8 agreements we hold
- 03
Counterparts
This Agreement may be executed in one or more counterparts, any one of which need not contain the signatures of more than one party, but all such counterparts taken together will constitute one and the same instrument. This Agreement may also be executed by facsimile or “PDF” counterparts. In the event facsimile or “PDF” counterparts are used to execute this Agreement, Purchaser and Seller shall timely deliver to the other original counterparts for their respective records
LMP Automotive Holdings, Inc. (CIK 0001731727) · filed 2022-08-10 · read the filing · this wording recurs in 6 agreements we hold
- 04
Counterparts
This Agreement may be executed in two or more counterparts, and by facsimile or email signature, each of which when executed and delivered shall be deemed an original and all of which, taken together, shall constitute the same agreement
HUMBL, INC. (HMBL) (CIK 0001119190) · filed 2022-02-11 · read the filing · this wording recurs in 6 agreements we hold
- 05
Counterparts
This Agreement may be executed in any number of counterparts, and each such counterpart hereof shall be deemed to be an original instrument, but all such counterparts together shall constitute but one agreement. The words “execution,” “signed,” “signature,” and words of like import in this Agreement or in any other certificate, agreement or document related to this Agreement shall include images of manually executed signatures transmitted by portable document format ( e.g. , “pdf” or “jpg”) or other electronic transmission (including DocuSign and AdobeSign). The use of electronic signatures and electronic records shall be of the same legal effect, validity and enforceability as a manually executed signature or use of a paper-based record-keeping system to the fullest extent permitted by applicable Law, including the Federal 6 TABLE OF CONTENTS Electronic Signatures in Global and National Commerce Act, the Delaware Uniform Electronic Transactions Act and any other applicable Law
Atreca, Inc. (CIK 0001532346) · filed 2024-04-22 · read the filing · this wording recurs in 4 agreements we hold
- 06
Counterparts
This Agreement may be executed in any number of counterparts, and each such counterpart hereof shall be deemed to be an original instrument, but all such counterparts together shall constitute but one agreement. The words “execution,” “signed,” “signature,” and words of like import in this Agreement or in any other certificate, agreement or document related to this Agreement shall include images of manually executed signatures transmitted by portable document format ( e.g. , “pdf” or “jpg”) or other electronic transmission (including DocuSign and AdobeSign). The use of electronic signatures and electronic records shall be of the same legal effect, validity and enforceability as a manually executed signature or use of a paper-based record-keeping system to the fullest extent permitted by applicable Law, including the Federal Electronic Signatures in Global and National Commerce Act, the Delaware Uniform Electronic Transactions Act and any other applicable Law
Seres Therapeutics, Inc. (MCRB) (CIK 0001609809) · filed 2024-08-06 · read the filing · this wording recurs in 4 agreements we hold
- 07
Counterparts
This Agreement may be executed in one or more counterparts, all of which shall be considered one and the same agreement, and shall become effective when one or more such counterparts have been signed by each of the parties and delivered to each of the parties. The Agreement and any documents relating to it may be executed and transmitted to any other party by email of a PDF, which email or PDF shall be deemed to be, and utilized in all respects as, an original, wet-inked document
Cyclerion Therapeutics, Inc. (CYCN) (CIK 0001755237) · filed 2023-05-12 · read the filing · this wording recurs in 4 agreements we hold
- 08
Counterparts
This Agreement may be executed in two or more counterparts (including by facsimile or other electronic means), all of which shall be considered one and the same agreement and shall become effective when counterparts have been signed by each of the parties and delivered to the other parties (including by facsimile or other electronic means), it being understood that each party need not sign the same counterpart
Horizon Technology Finance Corp (HRZN, HTFB, HTFC) (CIK 0001487428) · filed 2025-09-08 · read the filing · this wording recurs in 4 agreements we hold
- 09
Counterparts
This Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original and all of which together shall be deemed to be one and the same instrument. Copies of executed counterparts transmitted by electronic signature (including by means of e-mail in .pdf format) shall be considered original executed counterparts for purposes of this Section 11.5
Datavault AI Inc. (DVLT) (CIK 0001682149) · filed 2025-04-18 · read the filing · this wording recurs in 4 agreements we hold
- 10
Counterparts
This Agreement may be executed and delivered (including by facsimile transmission, e-mail of .pdf version or delivery of photographic copy via text message or WeChat) in one or more counterparts, all of which when executed and delivered shall be considered one and the same agreement. [ signature page follows ] 7 IN WITNESS WHEREOF, each of the parties hereto has executed this Agreement as of the day and year first above written. SELLER: JINZHENG INVESTMENT CO PTE. LTD. By: /s/ Qiong Jin Name: Qiong Jin Title: DIRECTOR and SOLE SHAREHOLDER 8 IN WITNESS WHEREOF, each of the parties hereto has executed this Agreement as of the day and year first above written. PURCHASER: YITONG ASIA INVESTMENT PTE. LTD. By: /s/ GONG Cuizhang Name: GONG Cuizhang Title: DIRECTOR and SOLE SHAREHOLDER 9
GOLDEN HEAVEN GROUP HOLDINGS LTD. (GDHG) (CIK 0001928340) · filed 2024-04-19 · read the filing · this wording recurs in 3 agreements we hold
- 11
Counterparts
This Agreement may be executed in one (1) or more counterparts, each of which shall be deemed an original, but all of which together shall be considered one (1) and the same agreement, and shall become effective when one (1) or more such counterparts have been signed by each of the parties and delivered to the other party. Counterparts may be delivered via facsimile, electronic mail (including, without limitation, any PDF or any electronic signature complying with the U.S. federal ESIGN Act of 2000, e.g., www.docusign.com) or other transmission method, and any counterpart so delivered will be deemed to have been duly and validly delivered and be valid and effective for all purposes. [ Signature Page Follows ] A- 88 IN WITNESS WHEREOF , the parties have executed this Agreement effective as of the Effective Date. ASSIGNOR: [ COMPUTEX, INC. ], a [Texas][corporation] By: Name: Title: ASSIGNEE: CALIAN CORP. , a Delaware corporation By: Name: Title: [Signature Page to Domain Name Assignment Agreement] A- 89 EXHIBIT A Domain Names Internet Names Expiration Date Registrar 1. [ ] [_________] [_________] [Exhibit A to Domain Name Assignment Agreement] A- 90 EXHIBIT B-3 FORM OF PATENT ASSIGNMENT (See Attached.) A- 91 EXECUTION VERSION PATENT ASSIGNMENT THIS PATENT ASSIGNMENT (this “ Assignment ”) is effective as of [ ], 2022 (the “ Effective Date ”) by [ COMPUTEX, INC. , a Texas corporation] (“ Assignor ”) and CALIAN CORP. , a Delaware corporation (“ Assignee ”). WHEREAS , Assignor is the record owner of the United States Patents and patent applications listed on the attached Schedule A attached hereto; WHEREAS , Assignor and Assignee are parties to that certain Asset Purchase Agreement, dated as of [ ], 2022, by and among, Assignor, Assignee, and the other signatories made party thereto (the “ Purchase Agreement ”); WHEREAS , Assignor desires to assign to Assignee all of Assignor’s right, title and interest in and to the Assigned Patents (as defined below); and WHEREAS , Assignor and Assignee wish to document the formal assignment to Assignee of all of Assignor’s title, interest and rights in and to such Assigned Patents. NOW, THEREFORE , in consideration of the foregoing and the terms and conditions set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound hereby, each […]
American Virtual Cloud Technologies, Inc. (CIK 0001704760) · filed 2022-02-14 · read the filing · this wording recurs in 2 agreements we hold
- 12
Counterparts
This Agreement may be executed in counterparts by a single Party, each of which when taken together shall constitute one and the same agreement, and may be executed through the use of facsimiles or .pdf documents. A-37 Table of Contents 10.13 Further Assurances . From time to time after the Closing Date, and for no further consideration, each of Imara and Cardurion shall execute, acknowledge and deliver such assignments, transfers, consents, assumptions and other documents and instruments as may be necessary or desirable to consummate and make effective the transactions contemplated by this Agreement. [Signature Page Immediately to Follow] A-38 Table of Contents IN WITNESS WHEREOF, this Agreement has been executed by the Parties hereto as of the date first above written. IMARA INC. By: /s/ Rahul Ballal Name: Rahul Ballal Title: CEO CARDURION PHARMACEUTICALS, INC. By: /s/ Peter S. Lawrence Name: Peter S. Lawrence Title: CEO [Signature Page to Asset Purchase Agreement] A-39 Table of Contents List of Exhibits and Schedules Exhibit A – License Agreement Amendment Exhibit B – Form of Patent Assignment Agreement Exhibit C – Form of Assignment and Assumption Agreement Exhibit D – Regulatory Transition Plan Schedule A – Purchased Assets Schedule B – Licensed Assets Schedule C - Individuals for Purposes of Knowledge Imara Disclosure Schedule A-40 Table of Contents Annex B September 6, 2022 The Board of Directors IMARA Inc. 116 Huntington Avenue 6th Floor Boston, MA 02116 Ladies and Gentlemen: You have requested our opinion as to the fairness, from a financial point of view, to IMARA Inc. (“Seller”), of the Consideration (as defined below) proposed to be paid to Seller pursuant to the terms of the Asset Purchase Agreement (the “Asset Purchase Agreement”) to be entered into by and between Cardurion Pharmaceuticals, Inc. (“Buyer”) and Seller. Capitalized terms used but not defined herein have the meanings set forth in the Asset Purchase Agreement. As more fully described in the Asset Purchase Agreement, (i) Seller will sell, convey, assign, transfer and deliver to Buyer, and Buyer will purchase and acquire from Seller, all of Seller’s rights, title and interest in and to the Purchased Assets, and (ii) Buyer will assume and pay, perform and discharge the Assumed Liabilities (the actions in the foregoing items (i) and (ii), collectively, the “Transaction” and the Purchase […]
IMARA Inc. (ELVN) (CIK 0001672619) · filed 2022-09-23 · read the filing · this wording recurs in 2 agreements we hold
Where this comes from
Every entry is verbatim text from a filed exhibit, quoted with its SEC source. Clause types are assigned from the drafter's own heading where the heading is recognised, and otherwise left untyped. Documents are restricted to purchase and merger agreements, because a clause type resolves in every agreement and pooling deal types produces pages illustrated with the wrong kind of contract.
These are agreements filed with the SEC by public companies. They are not a sample of private mid-market practice, and the frequency shown is how often a text recurs in this corpus, not in the market.
This is information, not advice. It describes how these provisions are commonly drafted; it does not tell you what your own agreement means or what to do about it, and enforceability varies with governing law.