The date of this agreement is [Day] of [Month], 20[Year] (the “Signing Date”)
This is an agreement between:
- 1. The people listed in Schedule Part 1 (“Sellers”); and
- 2. [Insert Company Name] Limited, whose registered office is at [Insert Address] (“Buyer“).
- (A) The Buyer has agreed to buy all of the Sellers’ shares in [Insert name of Company being sold] (‘Company’) at the same time, for cash.
- (B) This agreement contains the sale terms, and Schedule Part 2A contains some information about the Company. Schedule Part 4 contains some important promises (known as warranties) made by the Sellers to the Buyer about the Company’s affairs which the Buyer has relied on.
- (C) This overview is not binding. The binding parts of this agreement are set out below.
Sale and Purchase
- 3.1 The Sellers will sell all their shares in the Company (these shareholdings are listed in Schedule Part 1) to the Buyer on the date of this agreement.
- 3.2 The shares are sold with all their current rights, including the right to receive any dividends that are approved or paid after the date of this agreement, but they are free of all rights in favour of anyone else (such as charges which might give someone else conditional ownership of those shares).
Also included in this document:
9. Sellers’ Resticions
10. Confidentiality and Announcements