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

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Multi-State
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US-EG-9208
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Common Shares Purchase Agreement of Visible Genetics, Inc. regarding the sale and purchase of common shares dated December 14, 1999. 26 pages.
Mississippi Sample Common Shares Purchase Agreement between Visible Genetics, Inc. and Investors: Introduction: This Sample Common Shares Purchase Agreement is entered into by and between Visible Genetics, Inc. (referred to as the "Company") and the Investors (referred to collectively as the "Purchasers" or individually as a "Purchaser"). This agreement outlines the terms and conditions for the purchase and sale of common shares of Visible Genetics, Inc. by the Investors. 1. Parties: This section identifies Visible Genetics, Inc. as the issuer of the common shares and the Investors as the purchasers. 2. Share Purchase: This section describes the total number of common shares being purchased by the Investors and the purchase price per share. It also outlines any adjustments to the purchase price, if applicable. 3. Closing and Delivery of Shares: Here, the agreement defines the closing date and the schedule for the delivery of shares to the Investors. It also specifies the necessary documentation and requirements for the completion of the share purchase. 4. Representations and Warranties: This section includes the representations and warranties made by the Company and the Investors regarding their respective legal and financial standings and any disclosures that must be made. 5. Conditions Precedent: These are the conditions that must be fulfilled before the completion of the share purchase, such as regulatory approvals, consents, or waivers. 6. Covenants: This section covers the responsibilities and obligations of both the Company and the Investors, such as cooperation, confidentiality, and non-competition agreements. 7. Indemnification: The agreement outlines the indemnification provisions, including any limitations, relating to any losses, damages, liabilities, or expenses incurred by either party. 8. Governing Law and Dispute Resolution: This section specifies the applicable laws for this agreement (Mississippi law in this case) and the chosen method for resolving any disputes, such as arbitration or litigation. Additional Types of Mississippi Sample Common Shares Purchase Agreements: 1. Preferred Shares Purchase Agreement: This agreement specifies the purchase and sale of preferred shares to common shares. 2. Series A or B Shares Purchase Agreement: These agreements are specifically tailored to cover the purchase and sale of specific series of preferred shares, such as Series A or Series B shares. Note: The exact terms and conditions of the Mississippi Sample Common Shares Purchase Agreement between Visible Genetics, Inc. and Investors may vary depending on the specific transaction and the preferences of the parties involved. It is important to consult legal professionals and customize the agreement to suit individual circumstances.

Mississippi Sample Common Shares Purchase Agreement between Visible Genetics, Inc. and Investors: Introduction: This Sample Common Shares Purchase Agreement is entered into by and between Visible Genetics, Inc. (referred to as the "Company") and the Investors (referred to collectively as the "Purchasers" or individually as a "Purchaser"). This agreement outlines the terms and conditions for the purchase and sale of common shares of Visible Genetics, Inc. by the Investors. 1. Parties: This section identifies Visible Genetics, Inc. as the issuer of the common shares and the Investors as the purchasers. 2. Share Purchase: This section describes the total number of common shares being purchased by the Investors and the purchase price per share. It also outlines any adjustments to the purchase price, if applicable. 3. Closing and Delivery of Shares: Here, the agreement defines the closing date and the schedule for the delivery of shares to the Investors. It also specifies the necessary documentation and requirements for the completion of the share purchase. 4. Representations and Warranties: This section includes the representations and warranties made by the Company and the Investors regarding their respective legal and financial standings and any disclosures that must be made. 5. Conditions Precedent: These are the conditions that must be fulfilled before the completion of the share purchase, such as regulatory approvals, consents, or waivers. 6. Covenants: This section covers the responsibilities and obligations of both the Company and the Investors, such as cooperation, confidentiality, and non-competition agreements. 7. Indemnification: The agreement outlines the indemnification provisions, including any limitations, relating to any losses, damages, liabilities, or expenses incurred by either party. 8. Governing Law and Dispute Resolution: This section specifies the applicable laws for this agreement (Mississippi law in this case) and the chosen method for resolving any disputes, such as arbitration or litigation. Additional Types of Mississippi Sample Common Shares Purchase Agreements: 1. Preferred Shares Purchase Agreement: This agreement specifies the purchase and sale of preferred shares to common shares. 2. Series A or B Shares Purchase Agreement: These agreements are specifically tailored to cover the purchase and sale of specific series of preferred shares, such as Series A or Series B shares. Note: The exact terms and conditions of the Mississippi Sample Common Shares Purchase Agreement between Visible Genetics, Inc. and Investors may vary depending on the specific transaction and the preferences of the parties involved. It is important to consult legal professionals and customize the agreement to suit individual circumstances.

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This means that the Seller is entitled to the cash on the balance sheet on the closing date of the transaction, and that the Seller is responsible for debts owed by the company (defined as Indebtedness).

This might include provisions for price and payment, conditions precedent to sale, completion arrangements, warranties, restraints and miscellaneous provisions (such as indemnity clauses, tax provisions or confidentiality agreements).

Common due diligence issues unique to stock purchases include the seller's title to the target company's stock, terms of key contracts, identifying the target company's liabilities, and the nature and condition of the target company's assets.

Stock purchase agreements (SPAs) are legally binding contracts between shareholders and companies. Also known as share purchase agreements, these contracts establish all of the terms and conditions related to the sale of a company's stocks.

A stock purchase agreement is a contract signed by two parties when they buy or sell stock in a corporation in the US. Small firms that sell stock frequently use these agreements. Stock can be sold to buyers by either the corporation or its shareholders.

A share purchase agreement is a legal contract between two parties: a seller and a buyer. They may be referred to as the vendor and purchaser in the contract. The contract is proof that the sale and the terms of it were mutually agreed upon.

A SPA should specify the sale price for the shares, specify the currency and timescale for the sale, and list any other conditions like staged payments. Usually, payment is made in cash, although sometimes the buyer may offer the seller some of its shares, or issue loan notes to the seller.

The Shareholder's Agreement is generally used to resolve disputes between the corporation and the Shareholder. The Share Purchase Agreement, on the other hand, is a document that justifies the exchange of shares held by the Buyer and Seller.

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