Mississippi Sample Partnership Interest Purchase Agreement between Franklin Covey Company, Daytracker.com, et al
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FAQ
A membership interest purchase agreement, sometimes called a MIPA, is a contract between a seller and a buyer to transfer the ownership of an LLC. A MIPA transfers the whole company with all of its assets and liabilities being transferred by the contract.
A sale of a partnership interest occurs when one partner sells their ownership interest to another person or entity. The partnership is generally not involved in the transaction.
An ?SPA? is a ?Stock Purchase Agreement.? This is similar to a MIPA, but is used to transfer stock in a corporation, rather than membership interests in an LLC. The key terms in the SPA will include a purchase price, representations and warranties of both parties, and instructions for closing.
A membership interest purchase agreement includes how much of the seller's interest is being transferred, the sale price and how and when the funds will change hands, when the sale will close, and, if applicable, the consent of the other LLC members.
A share or membership purchase is a transaction that involves the purchase of all outstanding shares or membership interests of a business. In this type of transaction, the buyer purchases the entire legal entity, which includes all assets and liabilities.
A membership interest represents a member's ownership stake in an LLC. A person who holds a membership interest has a profit and voting interest in the LLC. Ownership in an LLC can be expressed by percentage ownership interest or membership units.
