Montana Sample Stock Purchase Agreement between The American Education Corporation and Andrew K. Gardner

• Category: Corporations - Public - Stock Purchase Sample
• State: Multi-State
• Control #: US-EG-9017
• Format: Word; Rich Text

Description

Stock Purchase Agreement dated December 23, 1999. 36 pages Montana Sample Stock Purchase Agreement — American Education Corporation and Andrew K. Gardner This Montana Sample Stock Purchase Agreement ("Agreement") is entered into between The American Education Corporation, a corporation organized and existing under the laws of the state of Montana, with its principal place of business at [Address], hereinafter referred to as "Seller," and Andrew K. Gardner, an individual residing in the state of Montana, with an address at [Address], hereinafter referred to as "Purchaser." 1. Transaction Details: The Seller agrees to sell, transfer, and assign to the Purchaser, and the Purchaser agrees to purchase from the Seller, a certain number of shares representing [percentage] of the issued and outstanding common stock of the American Education Corporation ("Corporation"), subject to the terms and conditions set forth in this Agreement. 2. Purchase Price: The total purchase price for the shares shall be [amount], payable as follows: a. [amount] to be paid at the closing of the transaction by certified check or wire transfer to an account designated by the Seller. b. [amount] to be paid within [time period] from the closing date as an earn out, subject to the fulfillment of certain performance milestones and final adjustment calculations. 3. Closing: The closing of the transaction shall take place at the Corporation's principal place of business or any other mutually agreed location within [number] days from the execution of this Agreement. At the closing, the Seller shall deliver to the Purchaser all necessary stock certificates, stock powers, and any other relevant documentation required to effectuate the transfer of the shares. 4. Representations and Warranties: Both parties agree to the following representations and warranties: a. Seller represents and warrants that they have good and marketable title to the shares, free and clear of all liens, claims, and encumbrances. b. Purchaser represents and warrants that they have thoroughly examined the Corporation's financial statements and understand its current financial position. 5. Indemnification: The Seller agrees to indemnify and hold harmless the Purchaser from any claims, damages, or liabilities arising out of any misrepresentation, breach of warranty, or violation of any agreement by the Seller. 6. Governing Law and Venue: This Agreement shall be governed by and construed in accordance with the laws of the state of Montana. Any disputes arising out of this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in the state of Montana. Additional Types of Montana Sample Stock Purchase Agreement: 1. Montana Sample Stock Purchase Agreement for Restricted Stock Units 2. Montana Sample Stock Purchase Agreement for Preferred Stock 3. Montana Sample Stock Purchase Agreement for Common Stock Vesting Schedule 4. Montana Sample Stock Purchase Agreement for Acquisition of Controlling Interest Note: The provided content is for informational purposes only and should not be considered legal advice. It is recommended to consult with a legal professional to customize the agreement to specific circumstances.

Montana Sample Stock Purchase Agreement — American Education Corporation and Andrew K. Gardner This Montana Sample Stock Purchase Agreement ("Agreement") is entered into between The American Education Corporation, a corporation organized and existing under the laws of the state of Montana, with its principal place of business at [Address], hereinafter referred to as "Seller," and Andrew K. Gardner, an individual residing in the state of Montana, with an address at [Address], hereinafter referred to as "Purchaser." 1. Transaction Details: The Seller agrees to sell, transfer, and assign to the Purchaser, and the Purchaser agrees to purchase from the Seller, a certain number of shares representing [percentage] of the issued and outstanding common stock of the American Education Corporation ("Corporation"), subject to the terms and conditions set forth in this Agreement. 2. Purchase Price: The total purchase price for the shares shall be [amount], payable as follows: a. [amount] to be paid at the closing of the transaction by certified check or wire transfer to an account designated by the Seller. b. [amount] to be paid within [time period] from the closing date as an earn out, subject to the fulfillment of certain performance milestones and final adjustment calculations. 3. Closing: The closing of the transaction shall take place at the Corporation's principal place of business or any other mutually agreed location within [number] days from the execution of this Agreement. At the closing, the Seller shall deliver to the Purchaser all necessary stock certificates, stock powers, and any other relevant documentation required to effectuate the transfer of the shares. 4. Representations and Warranties: Both parties agree to the following representations and warranties: a. Seller represents and warrants that they have good and marketable title to the shares, free and clear of all liens, claims, and encumbrances. b. Purchaser represents and warrants that they have thoroughly examined the Corporation's financial statements and understand its current financial position. 5. Indemnification: The Seller agrees to indemnify and hold harmless the Purchaser from any claims, damages, or liabilities arising out of any misrepresentation, breach of warranty, or violation of any agreement by the Seller. 6. Governing Law and Venue: This Agreement shall be governed by and construed in accordance with the laws of the state of Montana. Any disputes arising out of this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in the state of Montana. Additional Types of Montana Sample Stock Purchase Agreement: 1. Montana Sample Stock Purchase Agreement for Restricted Stock Units 2. Montana Sample Stock Purchase Agreement for Preferred Stock 3. Montana Sample Stock Purchase Agreement for Common Stock Vesting Schedule 4. Montana Sample Stock Purchase Agreement for Acquisition of Controlling Interest Note: The provided content is for informational purposes only and should not be considered legal advice. It is recommended to consult with a legal professional to customize the agreement to specific circumstances.