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Contract Of Sale Of Shares
"I need a Contract Of Sale Of Shares governed by Qatar law for the sale of 60% shareholding in a private technology company, with completion scheduled for March 2025 and including standard warranties and representations."
1. Parties: Identification of the Seller(s) and Buyer(s) with full legal names and addresses
2. Background: Context of the transaction, description of the Company, and current shareholding structure
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and interpretation rules
4. Sale and Purchase: Core transaction terms including number of shares, price, and payment terms
5. Conditions Precedent: Any conditions that must be satisfied before completion can occur
6. Pre-Completion Obligations: Obligations of parties between signing and completion, including conduct of business restrictions
7. Completion: Mechanics of completion, including timing, location, and actions required
8. Seller Warranties: Warranties regarding the shares, company, and seller's capacity
9. Buyer Warranties: Warranties regarding the buyer's capacity and authority
10. Limitations on Liability: Limitations on warranty claims and general liability caps
11. Confidentiality: Obligations regarding transaction confidentiality and company information
12. Announcements: Rules for making public announcements about the transaction
13. Further Assurance: Obligations to take further actions necessary to give effect to the agreement
14. Notices: Process for giving formal notices under the agreement
15. Governing Law and Jurisdiction: Confirmation of Qatar law as governing law and jurisdiction for disputes
1. Tax Covenant: Detailed tax indemnities and procedures - include if tax matters are significant
2. Non-Competition: Restrictions on seller's competing activities - include if seller could compete
3. Transitional Services: Services provided by seller post-completion - include if business continuity requires
4. Employee Matters: Specific provisions regarding employees - include if employment issues are significant
5. Real Estate: Specific provisions regarding property - include if company owns significant real estate
6. Intellectual Property: Detailed IP provisions - include if IP is a significant company asset
7. Data Protection: Specific data protection obligations - include if personal data is significant
8. Break Fee: Fee payable if deal fails - include in significant/competitive transactions
1. Share Details: Details of shares being sold including share certificates numbers
2. Company Information: Details of the company including corporate information and structure
3. Warranties: Detailed warranties about the company and its business
4. Properties: List and details of company properties
5. Intellectual Property: Schedule of company IP rights
6. Material Contracts: List of important contracts
7. Employees: List of employees and their key terms
8. Completion Requirements: Detailed list of completion deliverables
9. Form of Resignation Letters: Template resignation letters for departing directors
10. Form of Board Resolutions: Template board resolutions approving the transfer
Authors
Articles of Association
Board
Business
Business Day
Buyer
Claim
Company
Completion
Completion Date
Confidential Information
Consideration
Constitutional Documents
Disclosed
Disclosure Letter
Encumbrance
Financial Statements
Financial Year
Governmental Authority
Group
Intellectual Property Rights
Law
Liability
Long Stop Date
Loss
Material Adverse Change
Material Contracts
Ministry
Notice
Ordinary Course of Business
Permits
Properties
Purchase Price
QAR
QFMA
Qatar
Related Party
Relevant Authority
Sale Shares
Seller
Seller's Group
Seller's Warranties
Share Capital
Shareholders Agreement
Signing Date
Subsidiary
Tax
Tax Authority
Third Party
Transaction
Transaction Documents
Transfer
Warranties
Working Capital
Share Purchase
Purchase Price
Payment Terms
Conditions Precedent
Pre-completion Obligations
Completion
Post-completion Obligations
Seller Warranties
Buyer Warranties
Indemnification
Limitations on Liability
Tax Covenants
Non-Competition
Confidentiality
Data Protection
Force Majeure
Assignment
Announcements
Further Assurance
Costs
Notices
Severability
Entire Agreement
Amendments
Waiver
Third Party Rights
Governing Law
Dispute Resolution
Language
Counterparts
Financial Services
Real Estate
Technology
Manufacturing
Energy
Telecommunications
Healthcare
Retail
Professional Services
Construction
Hospitality
Transportation
Media and Entertainment
Education
Mining and Resources
Legal
Finance
Corporate Development
Mergers & Acquisitions
Compliance
Corporate Secretariat
Treasury
Tax
Risk Management
Business Development
Strategy
Board Secretariat
Chief Executive Officer
Chief Financial Officer
General Counsel
Corporate Secretary
Head of Mergers & Acquisitions
Investment Director
Legal Director
Finance Director
Corporate Development Manager
Compliance Officer
Board Director
Managing Director
Commercial Director
Business Development Director
Chief Legal Officer
Investment Manager
Transaction Manager
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