Minnesota Sample Stock Purchase Agreement between Chief Consolidated Mining Company and Dimpling This Minnesota Sample Stock Purchase Agreement is entered into between Chief Consolidated Mining Company ("Seller") and Dimpling ("Buyer") on [Date]. This agreement outlines the terms and conditions governing the purchase and sale of stock in Chief Consolidated Mining Company by Dimpling. 1. Parties: This agreement legally binds the Seller, Chief Consolidated Mining Company, a Minnesota-based mining company, and the Buyer, Dimpling, a reputable investment firm headquartered in Minnesota. 2. Definitions: The agreement provides definitions for key terms such as "Shares" (referring to the stock being purchased) and "Closing" (the completion of the stock purchase transaction). 3. Purchase of Shares: The agreement defines the total number of shares to be purchased by the Buyer, the purchase price per share, and the total purchase price. It further elaborates on the manner in which the payment will be made. 4. Representations and Warranties: Both the Seller and the Buyer make certain representations and warranties to each other regarding matters such as ownership of shares, authority to enter into the agreement, and absence of undisclosed liabilities. 5. Conditions Precedent: This section outlines the conditions that must be fulfilled prior to the closing of the stock purchase. It may include regulatory approvals, third-party consents, and waiver of rights. 6. Closing: The agreement provides details about the closing process, including the date, time, and location where the parties shall meet to exchange the purchase price for the shares. It also specifies the obligations of each party at closing. 7. Indemnification: The agreement includes indemnification provisions to protect both parties in case of any breaches of representations, warranties, or covenants, or any third-party claims arising out of the stock purchase. 8. Governing Law and Jurisdiction: The agreement specifies that it shall be governed by and construed under the laws of the state of Minnesota and designates Minnesota courts as the exclusive jurisdiction for any disputes. Different Types of Minnesota Sample Stock Purchase Agreement between Chief Consolidated Mining Company and Dimpling: 1. Basic Minnesota Sample Stock Purchase Agreement: A simplified version of the stock purchase agreement containing essential terms and conditions. 2. Customizable Minnesota Sample Stock Purchase Agreement: An agreement template that allows for modifications and additions to meet specific requirements of the parties involved. 3. Minnesota Sample Stock Purchase Agreement with Earn-Out Provision: This type of agreement includes additional provisions to address situations where certain future conditions must be met to determine the final purchase price. 4. Minnesota Sample Stock Purchase Agreement with Escrow: This agreement type includes an escrow provision to hold a portion of the purchase price in an escrow account to cover any potential indemnification claims post-closing. These different types of stock purchase agreements cater to various scenarios and needs of the parties involved and can be adapted as per their preferences and specific transaction requirements.
Minnesota Sample Stock Purchase Agreement between Chief Consolidated Mining Company and Dimeling
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