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Share Transfer Agreement
"I need a Share Transfer Agreement for the sale of 25% of shares in my Singapore tech startup to a venture capital firm, with completion scheduled for March 2025 and including non-compete provisions."
1. Parties: Details and identification of transferor and transferee
2. Background/Recitals: Context of the transfer, including company details and share information
3. Definitions: Key terms used throughout the agreement
4. Sale and Purchase: Core transfer provisions, including number of shares and consideration
5. Completion: Timing and mechanics of the transfer completion
6. Warranties: Standard warranties from transferor regarding title to shares and authority to transfer
7. Governing Law and Jurisdiction: Singapore law provisions and jurisdiction clauses
1. Conditions Precedent: Required when transfer is subject to specific conditions being met, typically used for complex transactions or regulatory approvals
2. Pre-Completion Obligations: Conduct of business between signing and completion, used when there's a gap between signing and completion
3. Tax Indemnities: Specific tax-related protections, used for high-value transfers or complex tax situations
4. Non-Competition: Restrictions on transferor's future activities, used when protecting business interests is crucial
1. Schedule 1 - Share Details: Detailed description of shares being transferred
2. Schedule 2 - Company Information: Key details about the company whose shares are being transferred
3. Schedule 3 - Completion Requirements: List of documents and actions required at completion
4. Schedule 4 - Warranties: Detailed warranties (if extensive)
5. Schedule 5 - Board Resolutions: Required corporate approvals
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