Colorado Sample Common Shares Purchase Agreement between Visible Genetics, Inc. and Investors

• Category: Corporations - Public
• State: Multi-State
• Control #: US-EG-9208
• Format: Word; Rich Text

Description

Common Shares Purchase Agreement of Visible Genetics, Inc. regarding the sale and purchase of common shares dated December 14, 1999. 26 pages. Title: Colorado Sample Common Shares Purchase Agreement between Visible Genetics, Inc. and Investors Introduction: Colorado Sample Common Shares Purchase Agreement is a legally binding contract between Visible Genetics, Inc. (the "Company") and the investors, detailing the terms and conditions governing the purchase of common shares in the Company by the investors. This detailed description highlights the essential components, key clauses, and potential variations in the Colorado Sample Common Shares Purchase Agreement. 1. Parties Involved: The Agreement primarily involves Visible Genetics, Inc., a reputable company incorporated in Colorado, which issues and offers securities, and the individual or institutional investors interested in purchasing common shares of the Company. 2. Purpose: The Agreement outlines the terms and procedures for the private purchase of common shares between the parties, facilitating the investors' infusion of capital into the Company. It establishes a clear understanding of rights, duties, restrictions, and obligations between the Company and investors. 3. Key Clauses: a. Share Subscription: Specifies the number of common shares being issued, the price per share, and the total consideration to be paid by investors to the Company. b. Representations and Warranties: Ensures that both parties make accurate statements regarding their legal capacity, authority, and compliance with applicable laws. c. Conditions Precedent: Lists the conditions that must be fulfilled before the Agreement becomes binding, such as obtaining necessary regulatory approvals or consents. d. Rights and Obligations: Provides a comprehensive overview of the rights, privileges, and limitations associated with the common shares purchased, including voting rights, dividend entitlements, and restrictions on transfer. e. Covenants: Outlines the obligations of both parties during the lifetime of the Agreement, such as maintaining proper corporate structures, providing financial statements, and confidentiality obligations. f. Termination: Specifies the situations and procedures leading to the early termination or expiration of the Agreement. g. Governing Law and Jurisdiction: Designates Colorado law as the governing law and determines the jurisdiction for resolving potential disputes. 4. Types of Colorado Sample Common Shares Purchase Agreement: a. Common Shares Purchase Agreement for Accredited Investors: Specifically designed for institutional investors or individuals meeting certain income or asset thresholds, in compliance with securities laws and regulations. b. Common Shares Purchase Agreement for Non-Accredited Investors: Tailored for investors who do not meet the criteria of accredited investors, typically offering additional protections or disclosure requirements to compensate for their non-accredited status. Conclusion: The Colorado Sample Common Shares Purchase Agreement serves as a crucial document that facilitates private investments in Visible Genetics, Inc. It provides a framework for investors and the Company to establish their rights, responsibilities, and obligations concerning the common shares purchased. Potential variations in the Agreement account for different types of investors, such as accredited and non-accredited investors, ensuring regulatory compliance and investor protection.

Title: Colorado Sample Common Shares Purchase Agreement between Visible Genetics, Inc. and Investors Introduction: Colorado Sample Common Shares Purchase Agreement is a legally binding contract between Visible Genetics, Inc. (the "Company") and the investors, detailing the terms and conditions governing the purchase of common shares in the Company by the investors. This detailed description highlights the essential components, key clauses, and potential variations in the Colorado Sample Common Shares Purchase Agreement. 1. Parties Involved: The Agreement primarily involves Visible Genetics, Inc., a reputable company incorporated in Colorado, which issues and offers securities, and the individual or institutional investors interested in purchasing common shares of the Company. 2. Purpose: The Agreement outlines the terms and procedures for the private purchase of common shares between the parties, facilitating the investors' infusion of capital into the Company. It establishes a clear understanding of rights, duties, restrictions, and obligations between the Company and investors. 3. Key Clauses: a. Share Subscription: Specifies the number of common shares being issued, the price per share, and the total consideration to be paid by investors to the Company. b. Representations and Warranties: Ensures that both parties make accurate statements regarding their legal capacity, authority, and compliance with applicable laws. c. Conditions Precedent: Lists the conditions that must be fulfilled before the Agreement becomes binding, such as obtaining necessary regulatory approvals or consents. d. Rights and Obligations: Provides a comprehensive overview of the rights, privileges, and limitations associated with the common shares purchased, including voting rights, dividend entitlements, and restrictions on transfer. e. Covenants: Outlines the obligations of both parties during the lifetime of the Agreement, such as maintaining proper corporate structures, providing financial statements, and confidentiality obligations. f. Termination: Specifies the situations and procedures leading to the early termination or expiration of the Agreement. g. Governing Law and Jurisdiction: Designates Colorado law as the governing law and determines the jurisdiction for resolving potential disputes. 4. Types of Colorado Sample Common Shares Purchase Agreement: a. Common Shares Purchase Agreement for Accredited Investors: Specifically designed for institutional investors or individuals meeting certain income or asset thresholds, in compliance with securities laws and regulations. b. Common Shares Purchase Agreement for Non-Accredited Investors: Tailored for investors who do not meet the criteria of accredited investors, typically offering additional protections or disclosure requirements to compensate for their non-accredited status. Conclusion: The Colorado Sample Common Shares Purchase Agreement serves as a crucial document that facilitates private investments in Visible Genetics, Inc. It provides a framework for investors and the Company to establish their rights, responsibilities, and obligations concerning the common shares purchased. Potential variations in the Agreement account for different types of investors, such as accredited and non-accredited investors, ensuring regulatory compliance and investor protection.