The shareholder is the owner of shares of issued and outstanding shares of capital stock. The shareholder desires to sell the company shares and purchaser desires to purchase the company shares, pursuant to the terms of the agreement. Accordingly, the shareholder sells, assigns, transfers, conveys and delivers to the purchaser and the purchaser receives from the shareholder, free and clear of all liens, charges and encumbrances, the company shares.
Iowa Model Stock Purchase and Sales Agreement
Category:
State:
Multi-State
Control #:
US-8-02-2-STP
Format:
Word;
Rich Text
Instant download
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FAQ
Here are 11 things to include in a stock purchase agreement. Buyer and Seller Information. The stock purchase agreement opens with an introduction of the buyer and seller. ... Transaction Date and Time. ... Value of Shares. ... Number of Shares Being Sold. ... Representations and Warranties. ... Payment Terms. ... Due Diligence. ... Indemnification.
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.
The purpose of a sales agreement is to act as a legally binding contract between two parties involved in an exchange of money for goods, services, and/or property. One party is a buyer, while the other is a seller. Both the buyer and seller may be individuals or organizations.
Stock purchase agreements (SPAs) are legally binding contracts between shareholders and companies. Also known as share purchase agreements, these contracts establish all of the terms and conditions related to the sale of a company's stocks.
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).