Nebraska Sample Stock Purchase Agreement between Humana, Inc., Physician Corporation of America and Folksamerica Holding Company, Inc

• Category: Corporations - Public - Stock Purchase Sample
• State: Multi-State
• Control #: US-EG-9316
• Format: Word; Rich Text

Description

Stock Purchase Agreement between Humana, Inc., Physician Corporation of America and Folksamerica Holding Company, Inc. regarding guarantee of obligations and sale of shares of common stock dated December 30, 1999. 74 pages. Nebraska Sample Stock Purchase Agreement: A stock purchase agreement is a legal document outlining the terms and conditions for the purchase and sale of securities. In the case of Human, Inc., Physician Corporation of America, and Folksamerica Holding Company, Inc., such an agreement would be relevant for financial transactions involving the purchase of stock in Nebraska. Here is a detailed description of what a Nebraska Sample Stock Purchase Agreement between the aforementioned parties may entail: 1. Parties Involved: a. Human, Inc. (the "Buyer") b. Physician Corporation of America (the "Seller") c. Folksamerica Holding Company, Inc. (the "Target Company") 2. Purpose: The purpose of this agreement is to establish the terms and conditions under which the Buyer will purchase a specific number of shares in the Target Company from the Seller. The agreement aims to ensure a smooth and transparent transaction while protecting the rights and interests of all parties involved. 3. Purchase Price: The agreement will specify the agreed-upon purchase price per share and the total purchase price for the shares being acquired. This section may include provisions for adjustments to the purchase price under certain circumstances, such as contingent liabilities or working capital adjustments. 4. Representations and Warranties: This section will outline the representations and warranties made by each party. These statements declare that the information provided regarding the Target Company's financial and legal status is accurate and complete. It helps establish the trustworthiness of the transaction. 5. Conditions Precedent: This section describes the conditions that must be met before the closing of the stock purchase agreement. It may include obtaining necessary regulatory approvals, securing consents, and conducting due diligence on the Target Company's operations. 6. Closing and Post-Closing: This part details the procedures for the closing of the agreement, such as transferring the shares, executing necessary documents, and releasing the purchase price. It may also outline the obligations and responsibilities of each party post-closing, such as the Seller's cooperation during the transition period. 7. Indemnification: This section addresses indemnification provisions, stipulating that one party will compensate the other for any losses, damages, or liabilities arising from breaches of representations or warranties, or any contractual obligations. It ensures that both parties are protected in case of unforeseen issues. 8. Governing Law and Jurisdiction: The agreement will specify that it is governed by the laws of Nebraska and state the specific jurisdiction (e.g., courts in the state of Nebraska) for resolving disputes or conflicts that may arise. Different types of Nebraska Sample Stock Purchase Agreement between Human, Inc., Physician Corporation of America, and Folksamerica Holding Company, Inc. may vary based on factors such as the number of shares involved, purchase price, specific representations and warranties made, or additional provisions addressing unique circumstances. It is important to note that the content of a stock purchase agreement should be tailored to meet the specific requirements and objectives of the parties involved. Consulting with legal professionals or utilizing existing templates approved in Nebraska can help ensure compliance with local laws and regulations.

Nebraska Sample Stock Purchase Agreement: A stock purchase agreement is a legal document outlining the terms and conditions for the purchase and sale of securities. In the case of Human, Inc., Physician Corporation of America, and Folksamerica Holding Company, Inc., such an agreement would be relevant for financial transactions involving the purchase of stock in Nebraska. Here is a detailed description of what a Nebraska Sample Stock Purchase Agreement between the aforementioned parties may entail: 1. Parties Involved: a. Human, Inc. (the "Buyer") b. Physician Corporation of America (the "Seller") c. Folksamerica Holding Company, Inc. (the "Target Company") 2. Purpose: The purpose of this agreement is to establish the terms and conditions under which the Buyer will purchase a specific number of shares in the Target Company from the Seller. The agreement aims to ensure a smooth and transparent transaction while protecting the rights and interests of all parties involved. 3. Purchase Price: The agreement will specify the agreed-upon purchase price per share and the total purchase price for the shares being acquired. This section may include provisions for adjustments to the purchase price under certain circumstances, such as contingent liabilities or working capital adjustments. 4. Representations and Warranties: This section will outline the representations and warranties made by each party. These statements declare that the information provided regarding the Target Company's financial and legal status is accurate and complete. It helps establish the trustworthiness of the transaction. 5. Conditions Precedent: This section describes the conditions that must be met before the closing of the stock purchase agreement. It may include obtaining necessary regulatory approvals, securing consents, and conducting due diligence on the Target Company's operations. 6. Closing and Post-Closing: This part details the procedures for the closing of the agreement, such as transferring the shares, executing necessary documents, and releasing the purchase price. It may also outline the obligations and responsibilities of each party post-closing, such as the Seller's cooperation during the transition period. 7. Indemnification: This section addresses indemnification provisions, stipulating that one party will compensate the other for any losses, damages, or liabilities arising from breaches of representations or warranties, or any contractual obligations. It ensures that both parties are protected in case of unforeseen issues. 8. Governing Law and Jurisdiction: The agreement will specify that it is governed by the laws of Nebraska and state the specific jurisdiction (e.g., courts in the state of Nebraska) for resolving disputes or conflicts that may arise. Different types of Nebraska Sample Stock Purchase Agreement between Human, Inc., Physician Corporation of America, and Folksamerica Holding Company, Inc. may vary based on factors such as the number of shares involved, purchase price, specific representations and warranties made, or additional provisions addressing unique circumstances. It is important to note that the content of a stock purchase agreement should be tailored to meet the specific requirements and objectives of the parties involved. Consulting with legal professionals or utilizing existing templates approved in Nebraska can help ensure compliance with local laws and regulations.