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Share Purchase Agreement Between Two Individuals
"I need a Share Purchase Agreement Between Two Individuals under Pakistani law for the sale of 1,000 ordinary shares in a private technology company, with completion scheduled for March 15, 2025, and full payment to be made at closing."
1. Parties: Identification of the Seller and Buyer with complete details including NIC numbers
2. Background: Context of the transaction, including details of the company whose shares are being sold
3. Definitions and Interpretation: Definitions of key terms used in the agreement and rules of interpretation
4. Sale and Purchase: Core transaction terms including number of shares, price per share, and total consideration
5. Conditions Precedent: Conditions that must be satisfied before completion of the transaction
6. Completion: Details of when, where and how the transfer will take place, including completion obligations
7. Seller's Warranties: Warranties regarding share ownership, authority to sell, and company status
8. Buyer's Warranties: Warranties regarding authority to purchase and financial capacity
9. Confidentiality: Obligations to keep the transaction and company information confidential
10. Tax Matters: Allocation of tax liabilities and responsibilities for tax filings
11. Notices: Process and details for sending formal notices under the agreement
12. Governing Law and Jurisdiction: Specification of Pakistani law as governing law and jurisdiction for disputes
13. General Provisions: Standard boilerplate clauses including entire agreement, amendments, and severability
1. Non-Competition: Restrictions on seller's future business activities - relevant when seller has key company knowledge
2. Break Fee: Compensation payable if either party breaks the agreement - useful for high-value transactions
3. Earn-out Provisions: Structure for additional payments based on future performance - relevant for performance-based deals
4. Director Resignations: Process for resignation of seller from board positions - needed if seller holds directorship
5. Security Provisions: Details of any security for deferred payments - relevant for installment-based payments
6. Third Party Rights: Rights of company or other shareholders - relevant when other stakeholders are affected
1. Share Details: Detailed description of shares including class, certificate numbers, and distinctive numbers
2. Company Information: Key details about the company including registration number, registered office, and directors
3. Warranties: Detailed list of warranties given by the seller regarding the shares and company
4. Completion Requirements: Checklist of documents and actions required for completion
5. Encumbrances: List of any existing charges or encumbrances on the shares
6. Required Consents: List of third-party consents required for the transfer
7. Pre-Completion Financial Statements: Latest financial statements of the company
Authors
Business Day
Completion
Completion Date
Conditions Precedent
Consideration
Company
Disclosed
Encumbrance
Financial Statements
Governmental Authority
Long Stop Date
Material Adverse Change
Notice
Parties
Purchase Price
Sale Shares
SECP
Seller's Warranties
Stamp Duty
Tax
Transaction Documents
Transfer Deeds
Working Hours
Pakistani Rupees
Board of Directors
Articles of Association
Memorandum of Association
Share Certificates
Completion Requirements
Confidential Information
Claim
Losses
Related Party
Securities Laws
Warranties
Working Capital
Sale and Purchase
Purchase Price
Payment Terms
Conditions Precedent
Completion
Seller Warranties
Buyer Warranties
Tax Covenants
Confidentiality
Non-Competition
Further Assurance
Assignment
Force Majeure
Severability
Entire Agreement
Notices
Costs and Expenses
Governing Law
Dispute Resolution
Amendment
Waiver
Indemnification
Termination
Surviving Provisions
Third Party Rights
Counterparts
Due Diligence
Representations
Share Transfer Mechanics
Financial Services
Technology
Real Estate
Manufacturing
Retail
Professional Services
Healthcare
Education
Hospitality
Construction
Agriculture
Media and Entertainment
Transportation
Energy
Legal
Finance
Corporate Secretarial
Compliance
Tax
Corporate Development
Investment
Business Development
Risk Management
Treasury
Company Director
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Corporate Lawyer
Investment Manager
Business Owner
Company Secretary
Tax Advisor
Compliance Officer
Financial Controller
Business Development Manager
Private Equity Manager
Investment Banker
Corporate Finance Manager
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