$19.95. iii. Short form share purchase agreement. rights to subscribe of any character relating to the stock, nor are there Free Stock Purchase Agreement (SPA) Form & Template ... Therefore, the parties agree as follows: 1. Shareholder's agreement vs. Share purchase agreement A stock purchase agreement is meant to protect you, whether you're the purchaser or the seller. Under the Agreements and upon instruction from Beyond Air, LPC will purchase 325,000 shares of registered common stock at $8.58 per share, which represents a 10% premium to the average closing . The stock owner can be the corporation itself, or one of the corporation's shareholders. The short forms are intended to be model documents for business acquisitions with a purchase price in the $500,000 to $10 million range. A sample legal form template for Stock Cross Purchase Agreement. Purchaser agrees to purchase from Sellers, and Sellers, jointly and severally, agree to sell to Purchaser, all the Shares of Company for the Share Purchase Price set forth in Section€2.1 below. 1 Use this form of Stock Purchase Agreement if the founder's shares are not subject to vesting. 3. 4. A stock purchase agreement is between a buyer seeking to buy shares of a company for a set price from a seller. Shareholder Management Agreement (Short) | Lawmart.com A short-form stock purchase agreement for the purchase and sale of all of the outstanding capital stock of a private US corporation, drafted in favor of the seller. E 2.1 Execution Version Stock Purchase Agreement This ... The promissory note shall bear interest at the rate of _____ % per annum, and shall be payable as follows (choose one): monthly installments of interest 50 Best Shareholder Agreement Templates (& Samples) ᐅ ... Orientation: The form is a pro-company oriented. You might also know of the purchase agreement as a residential real estate agreement or a real estate purchase contract. DOC Preferred Stock Purchase Agreement (Cooley College version) This product constitutes an easily adaptable short form share purchase agreement, together with a set of tailored guidance notes which aim to set out how to correctly fill-out the template and explain all significant provisions so as to allow you to put into effect a valid and legally binding . 9/99) form security agreement. Payment Section 2.3. The Seller has agreed to sell and the Buyer has agreed to purchase the Purchased Assets (as defined below). Purchase and Sale of Preferred Stock. - NVCA No stock plan, stock purchase, stock option or other agreement or understanding between the Company and any holder of any equity securities or rights to purchase equity securities provides for acceleration or other changes in the vesting provisions or other terms of such agreement or understanding as the result of (i) termination of employment . LLC Membership Purchase Agreement - Sample, Template Short Form Stock Purchase Agreement Definition | Law Insider All these documents and clauses are searchable and accessed through a highly intuitive . Download this free template Stock Purchase Agreement form and put in a free request to have a Priori M&A or contracts lawyer customize it for you. 1. A stock purchase agreement is the primary agreement made when the owner of the company sells his stock. The agreement itself lays out the sale of shares in a company and what is being obtained. Stock purchase agreement representations and warranties. Generally, this type of form is used for the stock of a small corporation. There are no existing warrants, options, stock purchase . How an M&A Attorney Can Assist With a Stock Purchase Agreement OTHER ADDENDA: This Agreement is subject to the terms contained in the Addenda checked below: n Addendum #_____ (C.A.R. Subject to the terms and conditions of this Stock Purchase Agreement, the Seller agrees to sell to the Purchaser, and the Purchaser agrees to purchase from the Seller, [Number.Type] shares of the Company stock (the "Shares"). It is very compulsory to identify the seller and buyer in the agreement. Here the seller agrees to sell the mentioned number of shares to the buyer at a specific price. A share purchase agreement is an agreement made between two parties. : 192654). Form SSA) A shareholder agreement which is also known as a shareholder loan agreement or a shareholder's agreement form is a contract made between the shareholders of a company. Stock Purchase Agreement (Model Form) STOCK PURCHASE AGREEMENT Dated as of [DATE] by and among NEWCO, Inc. (the "Company"), and Each Investor (the "Investors") Listed in Exhibit 6.1 Table of Contents ARTICLE I: DEFINED TERMS ARTICLE II: PURCHASE AND SALE TERMS Section 2.1. This Standard Document has integrated notes with important explanations and drafting and negotiating tips. ii. Add to cart. Bona fide in-kind consideration is frequently A Share Purchase Agreement, also called a Stock Purchase Agreement, is used to transfer the ownership of shares (also called stock) in a company from a seller to a buyer. Any other terms are to be negotiated between the parties and after signature, the exchange of funds for the shares usually occurs as soon as possible. The stock purchase agreement is also considered as the purchase agreement. Stock purchase agreements are also referred to as SPAs. A stock transfer agreement is needed when an individual or an organization wants to sell, purchase, or transfer their shares to someone else. Rights of First Refusal: Long Form. Warren's Forms of Agreements: Fern's Desk Edition is a single-volume publication that contains the most frequently needed business contracts and related forms.It is comprehensively updated once annually and covers the following subjects: business entity formation and governance, including those for corporations, partnerships and LLCs; purchases and sales of businesses, including purchase of . This agreement commonly contains the rights and obligations of the investor/s, established terms, policies, and the amount of investment. Purchase and Sale of Shares . For example, before the signing, counsel must: Finalize the purchase agreement and all exhibits. OTHER ADDENDA: This Agreement is subject to the terms contained in the Addenda checked below: n Addendum #_____ (C.A.R. Available in all states. 37 Simple Purchase Agreement Templates [Real Estate, Business] A real estate purchase agreement template is a convenient resource for use when making the legal purchase of a property. Most often, LLC Membership Purchase Agreements are used when the member of the LLC is choosing to leave the LLC (or has been forcibly removed) and needs a way to dispose of the interest. Second Stock Appreciation Rights Agreement. Parties [BUYER] This Securities Purchase Agreement (this "Agreement") is dated as of November [ ], 2021, between SOS Limited., a Cayman Islands company (the "Company"), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a . A stock purchase agreement is an agreement wherein the owner of shares of stock (the Seller) agrees to sell the stock to a buyer (the Purchaser). It is quite different to a share sale, where the entire legal entity which makes up the business - assets and liabilities - are sold. Ensure that the proper approvals have been obtained. This agreement sets out the option exercise period and the transfer of optioned shares. It helps parties understand they are on the same page concerning the acquisition of the seller's business. Investment Agreement is a contract between two parties in accordance with a valid monetary agreement. Pursuant to the Purchase Agreement, the Company has the right to sell to B. Riley Principal Capital, up to the lesser of (i) $50,000,000 of newly issued shares (the "Shares") of the Company's Class A common stock, par value $0.001 per share (the "Common Stock"), and (ii) the Exchange Cap (as defined below) (subject to certain conditions and . RECITALS. Add to cart. Examples of a business's assets include machinery, equipment, customer lists, trademarks, patents, and any other valuable property. Shares (or stock) are units of ownership in a company that are divided among shareholders (also called stockholders). This model agreement is based on the hypothetical acquisition by a single corporate buyer of all of the capital stock of a privately-held U.S. company. The parties use the letter to agree on the main terms of the business purchase such as price, exclusivity period for the buyer, closing date and terms, etc. This Stock Option Agreement (Shareholder to Optionee - Short Form) is between a shareholder (also known as the optionor) and an individual or company who desires to purchase certain shares of corporate stock from the optionor. Stock Purchase Agreement [Amendment] - Yahoo! Print or download your form for immediate use. It also assumes that the signing and closing of the transaction are simultaneous. This Standard Document assumes, among other things, a single corporate buyer and a single corporate seller. SOS : SECURITIES PURCHASE AGREEMENT - Form 6-K. SECURITIES PURCHASE AGREEMENT. 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