Michigan First Amendment to Sample Stock Purchase Agreement between Integrated Communication Networks, Inc. and PhoneXchange, Inc.

• Category: Corporations - Public - Stock Purchase Sample
• State: Multi-State
• Control #: US-EG-9148
• Format: Word; Rich Text

Description

First Amendment to Stock Purchase Agr. btwn Integrated Communication Networks, Inc. (a/k/a Global Access Pagers, Inc.), and PhoneXchange, Inc. dated February 29, 1999. 3 pages Title: Understanding the Michigan First Amendment to the Sample Stock Purchase Agreement between Integrated Communication Networks, Inc. and PhoneXchange, Inc. Introduction: The Michigan First Amendment to the Sample Stock Purchase Agreement is an essential legal document that modifies the terms and conditions of the original agreement between Integrated Communication Networks, Inc. and PhoneXchange, Inc. This article seeks to provide a detailed description of this amendment, shedding light on its significance and potential variations. 1. Key Provisions of the Michigan First Amendment: The Michigan First Amendment encompasses various provisions, each serving a distinct purpose. Some important clauses that can be included are: a. Amendment Scope: This provision outlines the specific sections or clauses of the original Stock Purchase Agreement that are being modified or amended within the State of Michigan. b. Parties' Names and Information: It includes the complete legal names and pertinent details of Integrated Communication Networks, Inc. (referred to as the Seller) and PhoneXchange, Inc. (referred to as the Purchaser) involved in the agreement. c. Amendment Purpose: This section provides a succinct explanation of why this amendment is being made, such as addressing new regulatory requirements or adjusting financial terms. d. Amended Terms and Definitions: This provision highlights the specific terms, definitions, or conditions of the original agreement that are being altered or clarified within the Michigan jurisdiction. e. Price Adjustment: This clause specifies any changes to the purchase price or the calculations associated with the transaction, if applicable. f. Representations and Warranties: Details any updates or modifications to the representations and warranties provided by both parties, potentially addressing new legal requirements or changes in circumstances. g. Closing Conditions: This section outlines any specific conditions or requirements that must be met before the closing of the stock purchase, adjusting them to suit the current situation or regulatory environment. 2. Possible Variations of the Michigan First Amendment: Although the Ohio First Amendment will ultimately rely on the specific needs and agreements of the parties involved, potential variations can include: a. Financial Adjustments: This amendment may involve adjustments in cash consideration, issuance of stock, or revisions to earn-out provisions, if necessary. b. Regulatory Compliance: If new regulations or laws are applicable to the stock purchase agreement, the amendment may address compliance requirements or introduce safeguards to protect both parties legally. c. Contractual Obligations: Alterations to ancillary agreements or non-compete clauses might be included in the amendment, reflecting any changes in business relationships between the parties. d. Additional or Modified Representations: New disclosures or representations regarding the parties' financial or legal standing may be inserted to enhance transparency or mitigate potential risks. e. Time Extensions: The amendment may extend the timeline for the closing of the transaction to accommodate unforeseen circumstances or gaining regulatory approvals. Conclusion: In summary, the Michigan First Amendment to the Sample Stock Purchase Agreement plays a vital role in modifying and updating the terms and conditions of the original agreement between Integrated Communication Networks, Inc. and PhoneXchange, Inc. The specific provisions encompassed within this amendment can vary significantly based on the unique requirements and circumstances of the parties involved. It is crucial to seek legal counsel and ensure compliance with relevant laws when drafting or reviewing such an agreement.

Title: Understanding the Michigan First Amendment to the Sample Stock Purchase Agreement between Integrated Communication Networks, Inc. and PhoneXchange, Inc. Introduction: The Michigan First Amendment to the Sample Stock Purchase Agreement is an essential legal document that modifies the terms and conditions of the original agreement between Integrated Communication Networks, Inc. and PhoneXchange, Inc. This article seeks to provide a detailed description of this amendment, shedding light on its significance and potential variations. 1. Key Provisions of the Michigan First Amendment: The Michigan First Amendment encompasses various provisions, each serving a distinct purpose. Some important clauses that can be included are: a. Amendment Scope: This provision outlines the specific sections or clauses of the original Stock Purchase Agreement that are being modified or amended within the State of Michigan. b. Parties' Names and Information: It includes the complete legal names and pertinent details of Integrated Communication Networks, Inc. (referred to as the Seller) and PhoneXchange, Inc. (referred to as the Purchaser) involved in the agreement. c. Amendment Purpose: This section provides a succinct explanation of why this amendment is being made, such as addressing new regulatory requirements or adjusting financial terms. d. Amended Terms and Definitions: This provision highlights the specific terms, definitions, or conditions of the original agreement that are being altered or clarified within the Michigan jurisdiction. e. Price Adjustment: This clause specifies any changes to the purchase price or the calculations associated with the transaction, if applicable. f. Representations and Warranties: Details any updates or modifications to the representations and warranties provided by both parties, potentially addressing new legal requirements or changes in circumstances. g. Closing Conditions: This section outlines any specific conditions or requirements that must be met before the closing of the stock purchase, adjusting them to suit the current situation or regulatory environment. 2. Possible Variations of the Michigan First Amendment: Although the Ohio First Amendment will ultimately rely on the specific needs and agreements of the parties involved, potential variations can include: a. Financial Adjustments: This amendment may involve adjustments in cash consideration, issuance of stock, or revisions to earn-out provisions, if necessary. b. Regulatory Compliance: If new regulations or laws are applicable to the stock purchase agreement, the amendment may address compliance requirements or introduce safeguards to protect both parties legally. c. Contractual Obligations: Alterations to ancillary agreements or non-compete clauses might be included in the amendment, reflecting any changes in business relationships between the parties. d. Additional or Modified Representations: New disclosures or representations regarding the parties' financial or legal standing may be inserted to enhance transparency or mitigate potential risks. e. Time Extensions: The amendment may extend the timeline for the closing of the transaction to accommodate unforeseen circumstances or gaining regulatory approvals. Conclusion: In summary, the Michigan First Amendment to the Sample Stock Purchase Agreement plays a vital role in modifying and updating the terms and conditions of the original agreement between Integrated Communication Networks, Inc. and PhoneXchange, Inc. The specific provisions encompassed within this amendment can vary significantly based on the unique requirements and circumstances of the parties involved. It is crucial to seek legal counsel and ensure compliance with relevant laws when drafting or reviewing such an agreement.