Conditional Share Purchase Agreement Sample

The transfer of shares to a new shareholder (also known as a member) whether by sale or donation is widespread in British private companies. A share purchase agreement should be used whenever a person or company sells or buys shares in a company or another person or company. Download this free share purchase model in word form to help you trade shares in a company or organization. The share purchase agreement should make it very clear what is being sold, to whom and for how much, as well as all other bonds and debts. 2. The seller agrees to sell and the buyer agrees to acquire all the rights, titles, interest and ownership of the seller on the shares at an overall purchase price of “the “purchase price”). A. The seller is not recognized as an issuer, insider, partner or partner of the company, as defined or recognized by applicable securities laws and regulations. B. Unless indicated in the company`s constituent documents or as shown on the face of the share certificates, the purchaser would not be prevented or restricted from reselling the shares in any way in the future.

c. The seller is the net ownership of the shares and the shares are exempt from any pledges, charges, security interest, fees, mortgages, mortgages, mortgages or adverse claims, or other restrictions that would prevent the transfer of a clear property to the buyer. d. The seller is not bound by an agreement that would prevent transactions related to this agreement. E. There is no legal action or action against any party aware of the sale case that would seriously prejudice the agreement. However, normally there are two parties, if the shares are held by several people, it is generally necessary that each shareholder have a party to the agreement. Although occasionally, if there are multiple parties, lawyers will include their details in a separate timetable for the agreement. Over the years, the volume of warranties requested has continued to increase and modern share purchase contracts are generally very important, much of which is of the type of guarantees. For most transactions, confidential information is disclosed by both parties, so it is common practice for the share purchase agreement to include confidentiality provisions that address these matters. Companies that offer several types of shares sometimes also have a series (Class A, Class B, Class C, etc.) that may be worth different amounts of money. For example, 100 Class A common shares may not be of the same value as 100 Class B shares.

It should never be forgotten that the main purpose of the guarantee is to impose legal liability on the seller and to remedy the buyer`s situation when statements about the target company turn out to be false.