Partnership Interest Purchase Agreement between Carreker Corporation and Other Parties

Summary

This agreement outlines the purchase of partnership interests, detailing the transfer of ownership from the sellers to Carreker Corporation. It includes provisions for tax matters, required approvals, maintenance of programs, and assignment of agreements. The contract also references related documents such as employment agreements, a partnership appreciation rights plan, and post-closing adjustment examples. The agreement sets forth the obligations of both parties regarding the sale and transfer of partnership interests, subject to certain conditions and approvals.

EX-2.2 3 a2050650zex-2_2.txt EXHIBIT 2.2 EXHIBIT 2.2 PARTNERSHIP INTEREST PURCHASE AGREEMENT LIST OF SCHEDULES AND EXHIBITS SCHEDULES - --------- Schedule 2.6 Tax Matters Schedule 4.1(e) Required Approvals and Consents Schedule 4.8 Maintenance of Programs Schedule 4.16 Assignment of Agreements EXHIBITS - -------- Exhibit A Partnership Agreement, as amended Exhibit B1 IPSS Bill of Sale and Assignment of Partnership Interests Exhibit B2 CCCT Bill of Sale and Assignment of Partnership Interests Exhibit C Executive Employment Agreement with Joe Rowell Exhibit D Executive Employment Agreement with Paul Lechtenberg Exhibit E Partnership Appreciation Rights Plan, as amended Exhibit F Examples of Post Closing Adjustments Exhibit G Amendment No. 2 to Transfer and Reservation Agreement

~~Carreker Corporation agrees to furnish supplementally to the Commission upon request a copy of any omitted schedule or other attachment.~~