Stock Purchase Agr. btwn Integrated Communication Networks, Inc. (a/k/a Global Access Pagers, Inc.), PhoneXchange, Inc., et al. dated January 1, 1999. 63 pages
Title: Indiana Sample Stock Purchase Agreement between Integrated Communication Networks, Inc. and PhoneXchange, Inc. Keywords: Indiana, Stock Purchase Agreement, Integrated Communication Networks, Inc., PhoneXchange, Inc., terms, conditions, assets, shares, purchase price, closing, representations, warranties, remedies, governing law. Introduction: A stock purchase agreement is a legally binding document that outlines the terms and conditions of the purchase and sale of stock between two companies. In this article, we will provide a detailed description of an Indiana Sample Stock Purchase Agreement between Integrated Communication Networks, Inc. and PhoneXchange, Inc., highlighting its various aspects. 1. Parties: The Stock Purchase Agreement is entered into between Integrated Communication Networks, Inc. (the "Seller") and PhoneXchange, Inc. (the "Buyer") as the involved parties. 2. Purchase Price and Closing: The Agreement specifies the purchase price at which the Buyer agrees to purchase the Seller's stock. It also outlines the closing date, which is the date on which the sale and transfer of stock will occur, along with any necessary closing requirements. 3. Representations and Warranties: The Agreement includes detailed representations and warranties made by both the Seller and the Buyer regarding their respective capacities, authority, and compliance with laws, as well as the accuracy of financial records and information provided. 4. Assets and Shares: This section identifies the stock and the associated assets being transferred. It outlines the number and class of shares being sold, any restrictions on their transferability, and ensures that the Seller has legal ownership and authority to transfer the shares. 5. Conditions Precedent: The Agreement may include certain conditions that must be fulfilled before the stock purchase can be completed. These conditions may involve approvals, consents, or waivers from third parties or governmental entities. 6. Remedies: The Agreement outlines the available remedies in case of any breach by either party, whether it be for misrepresentation, non-fulfillment of obligations, or failure to meet certain requirements. 7. Governing Law: This section specifies that the Agreement will be governed by and interpreted in accordance with the laws of the state of Indiana. It also determines the jurisdiction for dispute resolution or any legal proceedings related to the Agreement. Different types of Indiana Sample Stock Purchase Agreements between Integrated Communication Networks, Inc. and PhoneXchange, Inc. could include: 1. Asset Stock Purchase Agreement: This type of agreement focuses on the purchase and sale of specific assets held by the Seller, along with the transfer of associated stock. It may involve the transfer of specific assets, contracts, or intellectual property. 2. Share Stock Purchase Agreement: In this agreement, the Buyer acquires a specific number of shares held by the Seller, which grants them ownership and control over the company. This type of agreement may entail the transfer of shares from individual stockholders or through primary issuance to the Buyer. Conclusion: The Indiana Sample Stock Purchase Agreement between Integrated Communication Networks, Inc. and PhoneXchange, Inc. is a legally binding document that ensures a smooth and transparent transfer of stock ownership. By outlining the various terms, conditions, representations, and warranties, this agreement establishes trust and clarity between the involved parties.
Title: Indiana Sample Stock Purchase Agreement between Integrated Communication Networks, Inc. and PhoneXchange, Inc. Keywords: Indiana, Stock Purchase Agreement, Integrated Communication Networks, Inc., PhoneXchange, Inc., terms, conditions, assets, shares, purchase price, closing, representations, warranties, remedies, governing law. Introduction: A stock purchase agreement is a legally binding document that outlines the terms and conditions of the purchase and sale of stock between two companies. In this article, we will provide a detailed description of an Indiana Sample Stock Purchase Agreement between Integrated Communication Networks, Inc. and PhoneXchange, Inc., highlighting its various aspects. 1. Parties: The Stock Purchase Agreement is entered into between Integrated Communication Networks, Inc. (the "Seller") and PhoneXchange, Inc. (the "Buyer") as the involved parties. 2. Purchase Price and Closing: The Agreement specifies the purchase price at which the Buyer agrees to purchase the Seller's stock. It also outlines the closing date, which is the date on which the sale and transfer of stock will occur, along with any necessary closing requirements. 3. Representations and Warranties: The Agreement includes detailed representations and warranties made by both the Seller and the Buyer regarding their respective capacities, authority, and compliance with laws, as well as the accuracy of financial records and information provided. 4. Assets and Shares: This section identifies the stock and the associated assets being transferred. It outlines the number and class of shares being sold, any restrictions on their transferability, and ensures that the Seller has legal ownership and authority to transfer the shares. 5. Conditions Precedent: The Agreement may include certain conditions that must be fulfilled before the stock purchase can be completed. These conditions may involve approvals, consents, or waivers from third parties or governmental entities. 6. Remedies: The Agreement outlines the available remedies in case of any breach by either party, whether it be for misrepresentation, non-fulfillment of obligations, or failure to meet certain requirements. 7. Governing Law: This section specifies that the Agreement will be governed by and interpreted in accordance with the laws of the state of Indiana. It also determines the jurisdiction for dispute resolution or any legal proceedings related to the Agreement. Different types of Indiana Sample Stock Purchase Agreements between Integrated Communication Networks, Inc. and PhoneXchange, Inc. could include: 1. Asset Stock Purchase Agreement: This type of agreement focuses on the purchase and sale of specific assets held by the Seller, along with the transfer of associated stock. It may involve the transfer of specific assets, contracts, or intellectual property. 2. Share Stock Purchase Agreement: In this agreement, the Buyer acquires a specific number of shares held by the Seller, which grants them ownership and control over the company. This type of agreement may entail the transfer of shares from individual stockholders or through primary issuance to the Buyer. Conclusion: The Indiana Sample Stock Purchase Agreement between Integrated Communication Networks, Inc. and PhoneXchange, Inc. is a legally binding document that ensures a smooth and transparent transfer of stock ownership. By outlining the various terms, conditions, representations, and warranties, this agreement establishes trust and clarity between the involved parties.