New York Acquisition Agreement between GO Online Networks Corp and Westlake Capital Corp regarding purchase and sale of company shares

• Category: Corporations - Public - Acquisitions
• State: Multi-State
• Control #: US-EG-9518
• Format: Word; Rich Text

Description

Acquisition Agreement between GO Online Networks Corporation and Westlake Capital Corporation regarding purchase and sell of company shares dated January 10, 2000. 18 pages.

Title: New York Acquisition Agreement between GO Online Networks Corp and Westlake Capital Corp: A Comprehensive Account of Purchase and Sale of Company Shares Introduction: The New York Acquisition Agreement between GO Online Networks Corp and Westlake Capital Corp embodies the legal and financial framework facilitating the purchase and sale of company shares. This comprehensive document lays down the terms, conditions, and stipulations agreed upon by both parties, ensuring a smooth transaction and safeguarding the interests of all involved stakeholders. This article examines the various types of Acquisition Agreement tailored to specific situations and outlines the key elements found within each agreement. 1. Stock Purchase Agreement: The Stock Purchase Agreement (SPA) is a type of Acquisition Agreement that delineates the transfer of shares from one party (GO Online Networks Corp) to another (Westlake Capital Corp). It encompasses essential details such as the number of shares being sold, the purchase price per share, and any associated terms and conditions. The SPA also highlights representations, warranties, and indemnification clauses protecting both parties from potential liabilities. 2. Asset Purchase Agreement: An Asset Purchase Agreement (APA) serves as an alternate form of Acquisition Agreement, focusing on the acquisition of specific company assets rather than shares. In this agreement, GO Online Networks Corp sells selected assets to Westlake Capital Corp while outlining the terms of the transfer, including the purchase price, the condition of the assets, and any related liabilities. APA are particularly relevant when GO Online Networks Corp wishes to divest non-core assets. 3. Merger Agreement: A Merger Agreement represents another type of Acquisition Agreement that facilitates the combination of two or more corporate entities, often resulting in the formation of a new company or the absorption of one entity by the other. This agreement outlines the terms of the merger, including the exchange ratio of shares, the management structure of the newly formed entity, and the treatment of existing shareholders. The Merger Agreement aims to harmonize the interests of GO Online Networks Corp and Westlake Capital Corp as they merge their operations. 4. Share Swap Agreement: A Share Swap Agreement comes into play when both parties agree to exchange shares in each other's companies, effectively making each entity a shareholder of the other. This unique type of Acquisition Agreement between GO Online Networks Corp and Westlake Capital Corp is designed to create a symbiotic relationship, allowing both companies to benefit from the success and growth achieved by their partner. 5. Escrow Agreement: An Escrow Agreement is a supplementary contract that accompanies any type of Acquisition Agreement, designed to protect both parties during the transfer of shares. This agreement entails the deposit of shares or funds into an escrow account under the control of a third-party escrow agent. The Escrow Agreement ensures that the transaction is completed smoothly, adhering to predetermined conditions, and protecting the interests of GO Online Networks Corp and Westlake Capital Corp. Conclusion: The New York Acquisition Agreement between GO Online Networks Corp and Westlake Capital Corp regarding the purchase and sale of company shares encompasses various types of agreements tailored to distinct situations. From the Stock Purchase Agreement to the Merger Agreement, each type of agreement has its specific legal constructs, terms, and conditions. The importance of these agreements lies in their ability to facilitate a fair and transparent transaction, allowing both parties to execute their strategic objectives while minimizing potential risks or disputes.