12.1. The Seller cannot and will not ensure that none of its related parties operates, is engaged or affected in Spain in any capacity whatsoever, alone or jointly and directly or indirectly (whether or not under the name [•] or a name that can or may be confused with it) or (except as owner for the investment of securities, which are traded on a stock exchange and do not exceed and do not exceed 5 per cent. in the nominal value of securities of this category) be economically or otherwise interested in any way in a transaction of the same or similar nature or which could compete with all or part of the activity as currently carried out by the companies, [•] or the group [•]. A share purchase agreement, or “SPA”, allows someone to acquire ownership of a business unit. The purchase can be made either in shares or as a percentage. For private companies, the buyer needs a period of due diligence. In the case of publicly traded companies, the buyer is protected by the Securities Act of 1933 and the transaction can be made immediately. The third element of this Agreement, “Purchase Price”, expects the expected amount of money for all shares sold. This requires multiplying the “number of shares” listed above by the documented “price ($) per share”. Once this task is complete, write the resulting number in the blank line before the word “dollars” and specify it numerically in the line in parentheses. It is worth mentioning that the amount you set here is expected by the buyer on the closing date of this contract. 3.1. The obligations of the seller or [•] to sell or purchase the shares referred to in clause 2.1 is subject to prior compliance with the following conditions: Companies that offer several types of shares sometimes also have a series (Class A, Class B, Class C, etc.), which may be worth different sums of money.
For example, 100 Class A common voting shares may not have the same value as 100 Class B common voting shares. The seller owns ________ (insert number of shares) of ___ classes of shares (insert class of shares) with a par value of $_ The buyer inherits the seller`s business, which means that he also inherits any problems (for example.B. unpaid tax bills) that exist at the time of the sale. When drafting a share purchase agreement, it is important to provide details about the shares to be sold, by . B the type of shares. Common, Preferred, Voting and Non-Voting are terms that can be used to describe actions. At first glance, restrictive covenants are particularly important for the buyer, as direct competition from the seller could harm or significantly harm new business. The agreement in question must be sufficient only to protect the commercial interest, the appropriateness of the duration or scope of a restriction being linked to the nature of the interest concerned.
A share purchase agreement (SPA), also known as a share purchase agreement, is a contract signed by both the company (or the shareholders of a company) and the purchasers of the share. This agreement protects both the company and the buyers. The agreement itself determines the sale of shares in a company and what will be preserved. After signing a letter of intent, the buyer has the right to receive all necessary contracts, agreements and financial reports from the company. This is called a “due diligence period” to ensure that the seller does not misrepresent any aspect of the business. Download this free stock purchase agreement template as a Word document to negotiate the purchase of shares of a company or organization When buying all the shares of a company (100% of the shares), it is recommended to use a purchase agreement instead. This is an example of an agreement on the sale and purchase of shares of the company with a price adjustment mechanism after a review period and some guarantees on the company`s situation. Subject to the terms and conditions set forth in this Agreement, Seller will sell, transfer and deliver the Company`s share certificates to Buyer, and Buyer will pay the purchase price to Seller. A share purchase agreement should be used whenever a person or company sells or buys shares of a company from or from another person or business entity.
If you are the only employee in your company, this can be a step you skip. However, if you plan to grow the business, creating shares and an agreement can help them when it comes time for expansion. Mr. [•], citizen of Barcelona, of full age, married, residing in [•] Passport [•] (seller); [•], a limited liability company under Catalan law with its principal place of business under [•], tax identification number [•] (the guarantor); and [•] a limited liability company incorporated under Chinese law and having its principal place of business under [•] tax identification number [•] (the Buyer); The next part in “I. The Parties” is marked as “Seller”. The first space here requires the full name of the company with the power to sell the shares in question to the buyer. Enter the name of this part as you wish immediately after the bold label “Seller”. As with the Buyer, the Seller`s mailing address must be associated with the name of that party. To do this, write down the building number, street and unit number or purchase order. of the Seller.
Boxes in the blank line between the language “. With a postal address of ” and the expression “City Of”. This should be followed by a report on the name of the corresponding city for that address in the following blank line. This address must be entered with the name of the country in which it is located. Enter the status of the seller`s mailing address in the last empty field in this section. If you need legal documents that prove and record ownership of a number of shares of a company, download a complete share certificate form. The commercial share sale contract is used if you have already negotiated the sale and want to formally define the terms of a legally binding contract. 3.2. . . .