District of Columbia Sample Stock Purchase and Investor Rights Agreement of Xiox Corp.
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How to fill out Sample Stock Purchase And Investor Rights Agreement Of Xiox Corp.?
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FAQ
An investor rights agreement (IRA) is a typical document negotiated between a venture capitalist (VC) and other concerns providing capital financing to a startup company. It provides the rights and privileges afforded these new stockholders in the company.
In a stock acquisition, a buyer acquires a target company's stock directly from the selling shareholders. Under this structure, the buyer is assuming ownership of all of the target's assets and liabilities, including potential liabilities from past actions of the target.
Common due diligence issues unique to stock purchases include the seller's title to the target company's stock, terms of key contracts, identifying the target company's liabilities, and the nature and condition of the target company's assets.
This might include provisions for price and payment, conditions precedent to sale, completion arrangements, warranties, restraints and miscellaneous provisions (such as indemnity clauses, tax provisions or confidentiality agreements).
Some of the key items that are listed in a stock purchase agreement are: Name of the company whose shares are being bought and sold; Name of the buyer and seller of shares; The number of shares being sold and the par value of those shares; The date and place of the transaction;
A stock purchase agreement is a two-party contract that dictates transactions around a company's shares. Stock purchase agreements are standard among small corporations; they provide capital while allowing business owners to retain a controlling interest.
This means that the Seller is entitled to the cash on the balance sheet on the closing date of the transaction, and that the Seller is responsible for debts owed by the company (defined as Indebtedness).