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Purchase Of Shares Agreement
"I need a Purchase Of Shares Agreement for acquiring 60% of a Singapore tech startup from three individual shareholders, with completion scheduled for March 2025 and payment to be made in two instalments."
1. Parties: Identification of buyer, seller, and target company
2. Background: Context of the transaction and relationship between parties
3. Definitions: Key terms used throughout the agreement
4. Sale and Purchase: Core transaction terms including shares being sold and purchase price
5. Completion: Timing and mechanics of closing the transaction
6. Warranties and Representations: Standard assurances about the company and shares
7. Governing Law: Specification of Singapore law and jurisdiction
1. Conditions Precedent: Pre-completion requirements, used when regulatory approvals or third-party consents are needed
2. Non-Competition: Restrictions on seller's future business activities, used when protecting goodwill of the business being acquired
3. Employee Matters: Treatment of employees post-completion, used when transaction affects employment arrangements
1. Schedule 1 - Share Details: Details of shares being transferred including share certificates
2. Schedule 2 - Warranties: Detailed warranties about the company and business
3. Schedule 3 - Completion Obligations: List of documents and actions required at completion
4. Schedule 4 - Company Information: Key details about the target company including financial statements
5. Schedule 5 - Properties: Details of company's real estate assets if applicable
Authors
Accounts
Agreed Form
Business
Business Day
Completion
Completion Date
Completion Obligations
Confidential Information
Consideration
Disclosed
Disclosure Letter
Encumbrance
Group
Group Companies
Intellectual Property Rights
Law
Losses
Management Accounts
Material Adverse Change
Material Contracts
Party
Parties
Purchase Price
Sale Shares
SGX
Shareholders' Agreement
Signing Date
Subsidiaries
Target Company
Tax
Taxation
Transaction Documents
Warranties
Working Capital
Purchase Price
Payment Terms
Conditions Precedent
Completion
Warranties and Representations
Seller Warranties
Company Warranties
Tax Covenants
Confidentiality
Non-Competition
Non-Solicitation
Indemnification
Further Assurance
Assignment
Notices
Force Majeure
Termination
Governing Law
Dispute Resolution
Entire Agreement
Severability
Amendments
Costs and Expenses
Third Party Rights
Counterparts
Announcements
Data Protection
Survival of Obligations
Time of Essence
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