A share purchase agreement should be used whenever an individual or company sells or buys shares in a company from or to another person or business entity. 2.4 The purchase price is paid by the buyers to the sellers after the date of performance, but before the transfer of shares through normal banking channels, in as many tranches as decisions can be taken by mutual agreement between the parties and how they can be deemed appropriate. Information about all real estate that is owned, leased, licensed or otherwise used (or in which the company participates), real estate transactions during negotiations / before conclusion, all building permits, planning limitations and existing uses of real estate (legal or otherwise). It is also important to ask for details about all communications regarding real estate that has been delivered or received to the company and all major repair work in the last 3 years. Normally, there are two parties, but if the shares are held by several people, it is usually necessary for each shareholder to be a party to the agreement. Occasionally, when there are several parties, lawyers will give their details in a schedule separate from the agreement. 2.5 On the date of performance of this Agreement, Sellers will provide Buyers with unused takedown declarations, unused Deeds of Assignment of Shares (Form SH-4), Share Seizure Agreement, and Buyers shall provide relevant details of the proposed directors and shareholders to modify the management and execute the transfer of shares of the Business. A warranty is a legally binding statement of the confirmation that the merchant gives to the buyer of the existence of a particular situation. They are especially important in share purchase agreements, as they attribute danger and risk between the seller and the buyer.
2.3 The consideration for the sale shares is the fair value per share which must be determined by the chartered accountant in practice or by registered valuer in accordance with the applicable legal provisions. Before agreeing to the purchase of shares in a private company, the potential buyer will usually try to obtain a professional valuation and establish a detailed contract of sale. This discernment will be examined on the general process of closing a share sale and what is expected of the buyer and seller at each stage. This is explained in more detail in the section below, but the seller`s warranties are normally established in a separate schedule from the share sale contract. f. All taxes on capital gains and/or other taxes incurred by the seller, bank charges, penalties related to the closure of the share transfer process are the responsibility of the buyer. 5.1 Subject to the conclusion or conclusion of this Agreement, buyers (“indemnifying”) jointly and severally agree to exempt and rescue the sellers, the company and its directors, officers, agents, representatives and employees (“indemnified persons”) from all claims, debts, actions, proceedings, claims, losses, costs, taxes, damages and expenses, the date of performance of the contract until the date of full transfer of the shares to the buyers, from the date of performance of the contract until the date of full transfer of the shares to the buyers. The names and addresses of all directors and the secretary of the company, including copies of all employment contracts with senior managers of the company. They would also expect details of agreements between the company and its senior managers or former employees, which relate to or affect the capital, business, ownership, assets or liabilities of the company and its group businesses. An agreement between two parties in which the seller undertakes to sell to the buyer the number of shares indicated at a certain price. .