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Equity Buyback Agreement
"Need an Equity Buyback Agreement for our Singapore-based tech startup to repurchase 15% of shares from an early investor who's exiting, with completion planned for March 2025 and payment in three installments."
1. Parties: Identification of the company and selling shareholders
2. Background: Context of the buyback and current shareholding structure
3. Definitions: Key terms used throughout the agreement
4. Sale and Purchase: Core terms of the buyback including number of shares and price
5. Completion: Timing and mechanics of the transfer
6. Warranties: Standard representations from both parties
7. Governing Law: Specification of Singapore law and jurisdiction
1. Conditions Precedent: Used when completion is subject to specific conditions such as regulatory approvals or other requirements
2. Tag-Along Rights: Rights of other shareholders to participate in the buyback, typically used when partial buybacks might affect minority shareholders
3. Confidentiality: Non-disclosure obligations for private companies or sensitive transactions
1. Share Details: Details of shares being bought back including share certificates
2. Completion Requirements: List of documents and actions required at completion
3. Form of Transfer Instrument: Standard share transfer form
4. Warranties: Detailed warranties from selling shareholders
Authors
Board
Business Day
Companies Act
Completion
Completion Date
Consideration
Directors
Encumbrance
Group
Law
Purchase Price
Purchase Shares
Register of Members
Relevant Securities
Reserved Matters
Sale Shares
SGX
Share Capital
Shareholder Resolution
Shares
Solvency Statement
Subsidiary
Tax
Transaction Documents
Transfer Instrument
Warranties
Working Hours
Purchase Price and Payment
Conditions Precedent
Completion
Pre-Completion Obligations
Completion Obligations
Post-Completion Obligations
Company's Warranties
Seller's Warranties
Limitations on Liability
Confidentiality
Announcements
Tax Matters
Further Assurance
Assignment
Notices
Costs and Expenses
Entire Agreement
Variation and Waiver
Severance
Third Party Rights
Counterparts
Governing Law
Dispute Resolution
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