Seller Information

Frequently Asked Questions

What is a Share Purchase Agreement?A Share Purchase Agreement is a sales agreement to be used to transfer and assign ownership (shares of stock) in a corporation.

Purchaser Information


Share Details

(e.g. Class A voting, Class C redeemable, Class D Series 1, etc.)
Frequently Asked Questions

Why is the company location important?Your Share Purchase Agreement will be governed by the laws of the state that you choose. Typically you would select the state where the company is incorporated. Your Share Purchase Agreement will be tailored to meet the specific laws and regulations of the state you choose.

Payment Details

Frequently Asked Questions

What is meant by closing date?The closing date is the date the parties pay the outstanding balance and transfer the share certificates.

Additional Clauses

No additional clauses are needed for most agreements.
Frequently Asked Questions

When should I include an additional clause?Include an additional clause if you wish to include terms that are not already addressed in any of the previous questions.Write using language that is simple and conveys ideas with the greatest possible clarity and avoids using legalese.

Legalistic StylePlain English
at the present time now
due to the fact that because; since
during such time aswhile
for the duration ofduring
inasmuch asbecause; since
in the event thatif
notwithstanding the fact that although; even if
prior to before
pursuant to under; in accordance with
subsequent toafter
that certaina
with reference toabout

Do not use several names or words to refer to the same person or thing as it could cause confusion and ambiguity by appearing to introduce new or different people or items.

Certain words were capitalized and defined already in this Agreement. For example, a seller is called the "Seller". Use the same predefined terms in your additional clauses.

Do not use pronouns such as: they, us, we, our, you, or me. Pronouns may be ambiguous and can cause confusion. e.g.:
  • Wrong: If he withdraws from the deal we have a right to damages:
  • Right: If the Seller withdraws from this Purchase Agreement, the Purchaser has a right to damages.
Do not abbreviate words.

Use numerals, not words, to denote amounts.

Try not to repeat or contradict what has already been stated in the Agreement.

Only put one paragraph per additional clause.

Order your additional clauses in a logical sequence.

Make sure your meaning is clear.

Spell-check your clause.

Signing Details

Frequently Asked Questions

Does my document need to be witnessed?Most documents and contracts do not require a witness for them to be legally valid. However, many banks and other institutions have their own internal policies about signing requirements, and may refuse to accept documents that are not witnessed regardless of whether they are legally correct.

If there is a posibility of misunderstandings in the future, or if you are concerned about bureaucratic hold-ups, it may be a good idea to have your document witnessed.
Who can be a witness?Generally, the person you choose to witness a document should have no financial or other interest in the agreement. A neutral third party is the best choice. A neutral third party is someone not related to either party and who does not benefit from the contract.

Ideally a witness will observe the parties signing the document and then the witness will sign the document as proof that they witnessed the parties signing. The witness is not usually required to know or understand the contents of the document.
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