A Sample Stock Purchase Agreement is a legally binding document executed between Human, Inc., Physician Corporation of America, and Folksamerica Holding Company, Inc. In the context of Arizona, this agreement outlines the terms and conditions associated with the purchase and sale of stock shares between these entities. Here are the key elements typically found in this agreement: 1. Parties Involved: The agreement identifies the parties involved, namely, Human, Inc. as the purchaser, Physician Corporation of America as the selling entity, and Folksamerica Holding Company, Inc. as the seller. 2. Stock Purchase: The agreement details the number of shares being purchased by Human, Inc. and the corresponding purchase price. This section may also describe any specific rights or restrictions associated with the purchased stock. 3. Representations and Warranties: Both the seller and purchaser provide representations and warranties related to their authority, ownership, and other relevant matters. These ensure the accuracy and legitimacy of information exchanged during the transaction. 4. Covenants: The agreement includes various promises and commitments made by the parties involved. These may include non-compete clauses, confidentiality provisions, or agreements to assist in post-closing transition matters. 5. Indemnification: In case of any breaches or misrepresentations, the agreement includes provisions for indemnification, outlining the responsibilities of the parties involved if any claims arise in relation to the purchased stock. 6. Closing Conditions: This section outlines the conditions that must be met before the agreement can be finalized. These may include obtaining regulatory approvals, satisfying any legal requirements, or completing due diligence. 7. Governing Law and Jurisdiction: The agreement specifies that the laws of Arizona govern the interpretation and enforcement of the agreement. It also designates a specific jurisdiction or venue for resolving any potential disputes. Different types of Sample Stock Purchase Agreements in Arizona might include variations depending on factors such as the industry, specific terms negotiated, or any conditions unique to the transaction. It is important to consult legal professionals to create an agreement tailored to the specific needs and circumstances of the parties involved.