Purchase Of Shares Agreement Template for Australia

1. Earn-out Provisions: Used when part of the purchase price is contingent on future performance

2. Employee Matters: Required when there are specific arrangements regarding key employees

3. Non-competition: Include when restraints on the seller's future business activities are required

4. Intellectual Property: Needed when IP is a significant asset requiring specific provisions

5. Security for Claims: Used when specific security is required for warranty or indemnity claims

6. Pre-emptive Rights: Required when other shareholders have rights affecting the transfer

7. Board Changes: Include when changes to the board composition are part of the transaction

8. Escrow Arrangements: Used when part of the purchase price is to be held in escrow

9. Break Fee: Include when there are break fee arrangements if the deal fails

1. Share Details: Details of the shares being sold including class, numbers, and share certificates

2. Purchase Price Calculation: Detailed methodology for calculating the final purchase price

3. Warranties: Detailed warranties given by the seller

4. Company Information: Key information about the company including corporate details, assets, and liabilities

5. Completion Obligations: Detailed list of actions and deliverables required at completion

6. Encumbrances: List of any existing encumbrances on the shares or company assets

7. Intellectual Property: Schedule of company's intellectual property rights

8. Material Contracts: List and details of the company's material contracts

9. Properties: Details of any real property owned or leased by the company

10. Required Consents: List of third-party consents required for the transaction