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Shareholder Buy Sell Agreement
"Need a Shareholder Buy Sell Agreement for our Singapore-based tech startup with four founding shareholders, including specific provisions for valuation based on revenue multiples and insurance-funded buyout in case of death or disability."
1. Parties: Identification of all shareholders and the company
2. Background: Context of the agreement and current shareholding structure
3. Definitions: Key terms used throughout the agreement
4. Transfer Restrictions: Basic rules governing share transfers including right of first refusal and transfer process
5. Trigger Events: Events triggering buy-sell provisions including death, disability, retirement, termination of employment
6. Valuation Mechanism: Method for determining share price and frequency of valuations
7. Payment Terms: Structure and timing of payments, including any installment provisions
8. Governing Law: Specification of Singapore law as governing law and jurisdiction
1. Tag-Along Rights: Optional provisions protecting minority shareholders' right to join in sale of shares
2. Drag-Along Rights: Optional provisions allowing majority shareholders to force minority shareholders to join in sale
3. Insurance Provisions: Requirements for life/disability insurance to fund potential buy-outs
4. Non-Compete Clauses: Restrictions on competing activities after a shareholder exits
1. Schedule 1 - Current Shareholding Structure: Detailed breakdown of current share ownership and classes of shares
2. Schedule 2 - Valuation Formula: Detailed methodology for calculating share value
3. Schedule 3 - Form of Transfer Notice: Template notice for initiating share transfers
4. Schedule 4 - Insurance Requirements: Specifications of required insurance policies and coverage amounts
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