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Sales Of Shares Agreement
"I need a Sales of Shares Agreement for the sale of 30% shareholding in my Singapore technology startup to a venture capital investor, with specific provisions for board representation and anti-dilution rights."
1. Parties: Identification and details of the seller(s) and buyer(s)
2. Background: Context of the transaction and company details
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 the transfer
6. Warranties and Representations: Seller's assurances about the shares and company
7. Governing Law: Jurisdiction and applicable law
1. Conditions Precedent: Pre-completion conditions required for complex transactions requiring regulatory approvals or third-party consents
2. Non-Compete Provisions: Restrictions on seller's future activities, used when protecting business interests post-sale
3. Tax Indemnity: Specific tax-related protections for transactions with significant tax implications
1. Schedule 1 - Share Details: Detailed description of shares being transferred
2. Schedule 2 - Warranties: Comprehensive list of seller's warranties
3. Schedule 3 - Company Information: Key details about the company including financial statements
4. Schedule 4 - Completion Obligations: List of actions required at completion
5. Schedule 5 - Encumbrances: List of any existing charges or encumbrances on shares
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