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Stock Sale Contract
"I need a Stock Sale Contract for the sale of 30% of my technology company's shares to a venture capital firm, including specific warranties about our intellectual property and customer contracts, with completion planned for March 2025."
1. Parties: Identification of seller(s) and buyer(s) with full legal details
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 number of shares and price
5. Completion: Timing and mechanics of the transfer
6. Representations and Warranties: Standard assurances from both parties
7. Governing Law and Jurisdiction: Specification of Singapore law and courts
1. Conditions Precedent: Pre-completion requirements - used for complex transactions requiring regulatory approvals or third-party consents
2. Non-Competition: Restrictions on seller's future activities - used when selling controlling interest
3. Tax Indemnity: Protection against historic tax liabilities - used for significant shareholding transfers
1. Schedule 1 - Share Details: Detailed description of shares being transferred
2. Schedule 2 - Company Information: Key company details including capital structure
3. Schedule 3 - Warranties: Detailed warranties about the company and shares
4. Schedule 4 - Completion Requirements: Checklist of documents and actions required at completion
5. Schedule 5 - Disclosed Matters: Exceptions to warranties and specific issues that need to be disclosed
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