California Sample Stock Purchase Agreement between Earthlink Network, Inc. and Apple Computer, Inc. Limited

• Category: Corporations - Public - Stock Purchase Sample
• State: Multi-State
• Control #: US-EG-9282
• Format: Word; Rich Text

Description

Preferred Stock Purchase Agreement between Earthlink Network, Inc. and Apple Computer, Inc. Limited regarding the purchase of Series C Preferred Stock shares dated January 4, 2000. 23 pages. California Sample Stock Purchase Agreement between Earthling Network, Inc. and Apple Computer, Inc. Limited 1. Introduction: This California Sample Stock Purchase Agreement is a legally binding contract between Earthling Network, Inc. (the "Seller") and Apple Computer, Inc. Limited (the "Buyer"), outlining the terms and conditions for the purchase of stocks issued by Earthling Network, Inc. by Apple Computer, Inc. Limited. 2. Stock Purchase Details: This agreement specifies the number of stocks to be purchased, the purchase price per share, and the total purchase amount. It includes provisions for any adjustments to the purchase price in the event of changes in Earthling Network, Inc.'s financial status. 3. Representations and Warranties: Both parties agree to provide accurate and complete representations and warranties regarding their respective legal capacities, authority, and ownership rights related to the stocks being purchased. This section ensures that the Buyer is acquiring the stocks with a clear title and free from any encumbrances. 4. Due Diligence and Closing Conditions: This section outlines the conditions that must be met prior to the closing of the stock purchase transaction. It includes provisions for conducting due diligence, such as reviewing financial statements, tax records, and any pending litigation. The agreement may also include specific closing conditions, such as obtaining necessary regulatory approvals or consents. 5. Purchase Price and Payment Terms: This section defines the purchase price, whether it is a fixed amount or subject to adjustments. It outlines the payment terms, including the method of payment, payment schedule, and any escrow arrangements. Both parties may agree on specific provisions for payment in the form of cash, securities, or a combination of both. 6. Representations and Warranties of Earthling Network, Inc.: This subsection outlines the representations and warranties that Earthling Network, Inc. must provide to ensure the accuracy of the information shared with Apple Computer, Inc. Limited. It may cover aspects such as corporate structure, compliance with laws, material contracts, intellectual property rights, and financial statements. 7. Representations and Warranties of Apple Computer, Inc. Limited: This subsection outlines the representations and warranties that Apple Computer, Inc. Limited must provide to ensure their legal capacity and authority to enter into the stock purchase agreement. It may include details about corporate power, compliance with laws, and any necessary regulatory approvals required for the transaction. Types of California Sample Stock Purchase Agreement between Earthling Network, Inc. and Apple Computer, Inc. Limited: 1. Simple Stock Purchase Agreement: A basic agreement that outlines the essential terms of the stock purchase transaction without elaborate provisions or contingencies. 2. Stock Purchase Agreement with Escrow: An agreement that includes provisions for placing the purchase amount in an escrow account, to be released upon fulfilling certain conditions after the transaction. 3. Conditional Stock Purchase Agreement: An agreement that includes specific conditions precedent that must be met by either party before the stock purchase transaction can be completed. 4. Stock Purchase Agreement with Earn out: An agreement that includes provisions for additional payments (earn out) to the Seller, based on the future performance of the stocks being purchased. 5. Stock Purchase Agreement with Due Diligence Period: An agreement that allows the Buyer a specific period to conduct due diligence on Earthling Network, Inc. before closing the stock purchase transaction, ensuring transparency and reducing risks. It is important to consult legal professionals and customize the agreement based on specific requirements to ensure its validity and relevance to the parties involved.

California Sample Stock Purchase Agreement between Earthling Network, Inc. and Apple Computer, Inc. Limited 1. Introduction: This California Sample Stock Purchase Agreement is a legally binding contract between Earthling Network, Inc. (the "Seller") and Apple Computer, Inc. Limited (the "Buyer"), outlining the terms and conditions for the purchase of stocks issued by Earthling Network, Inc. by Apple Computer, Inc. Limited. 2. Stock Purchase Details: This agreement specifies the number of stocks to be purchased, the purchase price per share, and the total purchase amount. It includes provisions for any adjustments to the purchase price in the event of changes in Earthling Network, Inc.'s financial status. 3. Representations and Warranties: Both parties agree to provide accurate and complete representations and warranties regarding their respective legal capacities, authority, and ownership rights related to the stocks being purchased. This section ensures that the Buyer is acquiring the stocks with a clear title and free from any encumbrances. 4. Due Diligence and Closing Conditions: This section outlines the conditions that must be met prior to the closing of the stock purchase transaction. It includes provisions for conducting due diligence, such as reviewing financial statements, tax records, and any pending litigation. The agreement may also include specific closing conditions, such as obtaining necessary regulatory approvals or consents. 5. Purchase Price and Payment Terms: This section defines the purchase price, whether it is a fixed amount or subject to adjustments. It outlines the payment terms, including the method of payment, payment schedule, and any escrow arrangements. Both parties may agree on specific provisions for payment in the form of cash, securities, or a combination of both. 6. Representations and Warranties of Earthling Network, Inc.: This subsection outlines the representations and warranties that Earthling Network, Inc. must provide to ensure the accuracy of the information shared with Apple Computer, Inc. Limited. It may cover aspects such as corporate structure, compliance with laws, material contracts, intellectual property rights, and financial statements. 7. Representations and Warranties of Apple Computer, Inc. Limited: This subsection outlines the representations and warranties that Apple Computer, Inc. Limited must provide to ensure their legal capacity and authority to enter into the stock purchase agreement. It may include details about corporate power, compliance with laws, and any necessary regulatory approvals required for the transaction. Types of California Sample Stock Purchase Agreement between Earthling Network, Inc. and Apple Computer, Inc. Limited: 1. Simple Stock Purchase Agreement: A basic agreement that outlines the essential terms of the stock purchase transaction without elaborate provisions or contingencies. 2. Stock Purchase Agreement with Escrow: An agreement that includes provisions for placing the purchase amount in an escrow account, to be released upon fulfilling certain conditions after the transaction. 3. Conditional Stock Purchase Agreement: An agreement that includes specific conditions precedent that must be met by either party before the stock purchase transaction can be completed. 4. Stock Purchase Agreement with Earn out: An agreement that includes provisions for additional payments (earn out) to the Seller, based on the future performance of the stocks being purchased. 5. Stock Purchase Agreement with Due Diligence Period: An agreement that allows the Buyer a specific period to conduct due diligence on Earthling Network, Inc. before closing the stock purchase transaction, ensuring transparency and reducing risks. It is important to consult legal professionals and customize the agreement based on specific requirements to ensure its validity and relevance to the parties involved.