Oklahoma Sample Stock Purchase Agreement between Chief Consolidated Mining Company and Dimeling

• Category: Corporations - Public - Stock Purchase Sample
• State: Multi-State
• Control #: US-EG-9168
• Format: Word; Rich Text

Description

Stock Purchase Agreement between Chief Consolidated Mining Company and Dimeling, Schreiber and Park dated November 19, 1999. 39 pages Title: Oklahoma Sample Stock Purchase Agreement Between Chief Consolidated Mining Company and Dimpling Introduction: This article provides a detailed description of an Oklahoma Sample Stock Purchase Agreement between Chief Consolidated Mining Company (CCC) and Dimpling. A stock purchase agreement is a legally binding document outlining the terms and conditions under which the buyer (Dimpling) purchases shares of stock from the seller (CCC). This agreement is essential for facilitating the transfer of ownership, specifying the rights and obligations of both parties involved in the transaction. Keywords: Oklahoma, Sample Stock Purchase Agreement, Chief Consolidated Mining Company, Dimpling, transfer of ownership, terms and conditions, legally binding document. 1. Overview of Oklahoma Sample Stock Purchase Agreement: Under this agreement, CCC agrees to sell a specific number of shares to Dimpling at an agreed-upon purchase price. It establishes the rights and obligations of both parties, outlines the closing conditions, and defines each party's representations and warranties. 2. Definitions and Interpretations: The agreement includes definitions of key terms used throughout the document, ensuring clarity and accuracy in its interpretation. Terms such as "Shares," "Purchase Price," "Closing Date," and "Indemnification" are carefully defined to avoid any ambiguity. 3. Purchase and Sale of Shares: This section outlines the details of the shares being purchased, including the number of shares, their class, and the purchase price per share. It also addresses the payment terms, including any contingencies or installment options. 4. Closing Conditions: The agreement sets forth certain conditions that must be satisfied for the transaction to be completed. These may include regulatory approvals, due diligence, and compliance with applicable laws and regulations. 5. Representations and Warranties: Both parties provide representations and warranties, presenting assurances regarding their authority, ownership, financial status, and adherence to laws and regulations. This section protects each party from any potential misrepresentation or non-disclosure during the transaction. 6. Indemnification: This section outlines the indemnification provisions, specifying the responsibilities of each party in case of any losses, claims, or liabilities arising from the transaction. It includes provisions for dispute resolution, limitation of liability, and the process for making indemnification claims. 7. Governing Law and Jurisdiction: The agreement specifies that the laws of the State of Oklahoma govern the interpretation and enforcement of the document. It also designates a jurisdiction for resolving any disputes that may arise. Types of Oklahoma Sample Stock Purchase Agreements: 1. Asset Purchase Agreement: In cases where a company intends to sell only a specific set of assets and liabilities, an Asset Purchase Agreement may be used. This differs from a stock purchase agreement, as it allows the buyer to cherry-pick the assets it wants to acquire while leaving the seller with any remaining liabilities. 2. Share Purchase Agreement with Escrow: Sometimes, parties may choose to include an escrow arrangement, where a neutral third party holds funds or shares until certain conditions are met. This provides an added layer of security and protection for both parties involved in the transaction. Conclusion: The Oklahoma Sample Stock Purchase Agreement between Chief Consolidated Mining Company and Dimpling serves as a comprehensive contract ensuring a transparent and legally binding transaction. By addressing the purchase terms, closing conditions, representations, warranties, and indemnification provisions, this agreement aims to facilitate a smooth transfer of ownership and protect the interests of both parties involved in the stock purchase.

Title: Oklahoma Sample Stock Purchase Agreement Between Chief Consolidated Mining Company and Dimpling Introduction: This article provides a detailed description of an Oklahoma Sample Stock Purchase Agreement between Chief Consolidated Mining Company (CCC) and Dimpling. A stock purchase agreement is a legally binding document outlining the terms and conditions under which the buyer (Dimpling) purchases shares of stock from the seller (CCC). This agreement is essential for facilitating the transfer of ownership, specifying the rights and obligations of both parties involved in the transaction. Keywords: Oklahoma, Sample Stock Purchase Agreement, Chief Consolidated Mining Company, Dimpling, transfer of ownership, terms and conditions, legally binding document. 1. Overview of Oklahoma Sample Stock Purchase Agreement: Under this agreement, CCC agrees to sell a specific number of shares to Dimpling at an agreed-upon purchase price. It establishes the rights and obligations of both parties, outlines the closing conditions, and defines each party's representations and warranties. 2. Definitions and Interpretations: The agreement includes definitions of key terms used throughout the document, ensuring clarity and accuracy in its interpretation. Terms such as "Shares," "Purchase Price," "Closing Date," and "Indemnification" are carefully defined to avoid any ambiguity. 3. Purchase and Sale of Shares: This section outlines the details of the shares being purchased, including the number of shares, their class, and the purchase price per share. It also addresses the payment terms, including any contingencies or installment options. 4. Closing Conditions: The agreement sets forth certain conditions that must be satisfied for the transaction to be completed. These may include regulatory approvals, due diligence, and compliance with applicable laws and regulations. 5. Representations and Warranties: Both parties provide representations and warranties, presenting assurances regarding their authority, ownership, financial status, and adherence to laws and regulations. This section protects each party from any potential misrepresentation or non-disclosure during the transaction. 6. Indemnification: This section outlines the indemnification provisions, specifying the responsibilities of each party in case of any losses, claims, or liabilities arising from the transaction. It includes provisions for dispute resolution, limitation of liability, and the process for making indemnification claims. 7. Governing Law and Jurisdiction: The agreement specifies that the laws of the State of Oklahoma govern the interpretation and enforcement of the document. It also designates a jurisdiction for resolving any disputes that may arise. Types of Oklahoma Sample Stock Purchase Agreements: 1. Asset Purchase Agreement: In cases where a company intends to sell only a specific set of assets and liabilities, an Asset Purchase Agreement may be used. This differs from a stock purchase agreement, as it allows the buyer to cherry-pick the assets it wants to acquire while leaving the seller with any remaining liabilities. 2. Share Purchase Agreement with Escrow: Sometimes, parties may choose to include an escrow arrangement, where a neutral third party holds funds or shares until certain conditions are met. This provides an added layer of security and protection for both parties involved in the transaction. Conclusion: The Oklahoma Sample Stock Purchase Agreement between Chief Consolidated Mining Company and Dimpling serves as a comprehensive contract ensuring a transparent and legally binding transaction. By addressing the purchase terms, closing conditions, representations, warranties, and indemnification provisions, this agreement aims to facilitate a smooth transfer of ownership and protect the interests of both parties involved in the stock purchase.