Connecticut Sample Stock Purchase Agreement: This agreement (hereinafter referred to as the "Agreement") is entered into as of [date], ("Effective Date") by and between The American Education Corporation, a corporation organized and existing under the laws of the State of Connecticut, with its principal place of business at [address] (hereinafter referred to as the "Seller") and Andrew K. Gardner, an individual residing at [address] (hereinafter referred to as the "Buyer"). Recitals: WHEREAS, Seller desires to sell and transfer shares of its capital stock (hereinafter referred to as the "Stock") to Buyer, and Buyer desires to purchase the Stock from Seller, all subject to the terms and conditions set forth herein. Agreement: 1. Purchase and Sale of Stock: 1.1. Sale of Stock: Seller agrees to sell and transfer to Buyer, and Buyer agrees to purchase from Seller, [number] shares of the Stock at a price of [amount] per share, for a total purchase price of [total amount] (hereinafter referred to as the "Purchase Price"). 1.2. Consideration: Buyer agrees to pay the Purchase Price to Seller in [method of payment] within [number] days of the execution of this Agreement. 1.3. Certificate of Stock: Seller will deliver the duly executed stock certificate(s) representing the Stock to Buyer upon receipt of the Purchase Price. 1.4. Transfer of Ownership: Buyer acknowledges that the ownership of the Stock shall be transferred to them upon receipt of the stock certificate(s). 2. Representations and Warranties: 2.1. Seller's Representations: 2.1.1. Authority: Seller represents and warrants that it has full legal authority to execute and deliver this Agreement and to sell the Stock. 2.1.2. Stock Ownership: Seller represents and warrants that it is the legal and beneficial owner of the Stock and that no other party has any claim, lien, or encumbrance over the Stock. 2.1.3. Validity and Enforceability: Seller represents and warrants that this Agreement is valid, binding, and enforceable against Seller. 2.2. Buyer's Representations: 2.2.1. Authority: Buyer represents and warrants that they have full legal authority to execute and deliver this Agreement. 2.2.2. No Conflict: Buyer represents and warrants that their execution and performance of this Agreement will not violate any law, regulation, or contractual obligation to which they are a party. 3. Governing Law and Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of the State of Connecticut. Any legal action arising from or related to this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in the State of Connecticut. Other types of Connecticut Sample Stock Purchase Agreements between The American Education Corporation and Andrew K. Gardner may have variations in terms, clauses, and conditions depending on the specific details and requirements of the transaction. These variations may include: — Stock Purchase Agreement for Class A Shares — Stock Purchase Agreement for Class B Shares — Stock Purchase Agreement for Preferred Shares — Stock Purchase Agreemenwithinroutputut Provision — Stock Purchase Agreement with Seller Financing — Stock Purchase Agreement with Option to Purchase Additional Shares Be sure to consult with legal counsel to determine the most appropriate type of Stock Purchase Agreement for your specific circumstances and to customize it accordingly. This sample agreement serves as a general guideline and may require modifications to suit your specific needs.
Connecticut Sample Stock Purchase Agreement between The American Education Corporation and Andrew K. Gardner
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At exchange, the parties sign or execute the formal documentation, including the share purchase agreement. At completion, the requisite formalities to complete and implement the transaction are undertaken.
A stock purchase agreement typically includes the following information: Your business name. The name and mailing address of the entity buying shares in your company's stocks. The par value (essentially the sale price) of the stocks being sold. The number of stocks the buyer is purchasing.
To file a share purchase agreement, it is necessary to review it once and then get the signature done by both the parties as well as the signatures of the witnesses. Copies of the agreement shall be made for a company, purchaser, and seller. The issue of certificate only after the payment.
A SPA should specify the sale price for the shares, specify the currency and timescale for the sale, and list any other conditions like staged payments. Usually, payment is made in cash, although sometimes the buyer may offer the seller some of its shares, or issue loan notes to the seller.
The agreement is exchanged and signed by both parties, payment completed and share ownership is transferred to the buyer. However, delays to completion may occur if either party has to meet certain obligations, such as: Consent of other shareholders to the transaction.