Oregon Sample Restricted Stock Purchase Agreement between Intermark, Inc. and Purchasers

• Category: Corporations - Public - Employees
• State: Multi-State
• Control #: US-CC-19-221
• Format: Word; Rich Text

Description

19-221 19-221 . . . Restricted Stock Purchase Agreement under which (a) officers were given right to purchase shares of common stock at market price of shares on date of Agreements, (b) purchase price of shares is to be paid by four full-recourse promissory notes bearing interest at 9% with up to 1/2 of annual interest deferred until specified date, (c) 25% of shares vest cumulatively on 1st, 2nd, 3rd and 4th anniversaries of date of grant (or earlier in event of change in control) and (d) if purchaser ceases to be an employee, corporation has right to repurchase unvested portion of purchaser's shares at original purchase price plus interest paid on notes covering such shares Oregon Sample Restricted Stock Purchase Agreement between Intermark, Inc. and Purchasers Introduction: This Oregon Sample Restricted Stock Purchase Agreement is designed to establish a legally binding agreement between Intermark, Inc. (the "Company") and the Purchasers regarding the purchase and sale of restricted stock. This agreement governs the terms and conditions of the stock purchase and outlines the rights and obligations of both parties involved. Nature of Agreement: This Oregon Sample Restricted Stock Purchase Agreement involves the sale and purchase of restricted stock, which refers to company shares subject to certain limitations or restrictions. This type of stock is often granted to key employees or executives as an incentive or compensation tool. Key Provisions: 1. Stock Purchase: The Agreement specifies the number of restricted stock units (RSS) being purchased by the Purchasers from the Company. It also outlines the purchase price per share and the total purchase price. 2. Restricted Stock Terms and Restrictions: The Agreement clearly defines the restrictions imposed on the purchased stock, including vesting periods, transfer limitations, and any other applicable restrictions imposed by the Company or regulatory authorities. 3. Consideration: The Agreement describes the form of consideration to be provided by the Purchasers in exchange for the restricted stock, such as cash, promissory notes, or other forms of acceptable payment. 4. Closing and Delivery: The Agreement outlines the process and timeline for the closing of the transaction, including the delivery of the purchased restricted stock to the Purchasers. 5. Representations and Warranties: Both parties make various representations and warranties regarding their legal capacity, authority, and ability to enter into and perform the Agreement. These representations and warranties help ensure the validity and enforceability of the transaction. Types of Oregon Sample Restricted Stock Purchase Agreement: There may be variations of the Oregon Sample Restricted Stock Purchase Agreement depending on factors such as the specific terms and restrictions imposed on the restricted stock and the parties involved. Some possible variations include: 1. Oregon Sample Restricted Stock Purchase Agreement for Key Executives: This type of Agreement may include additional clauses and provisions specific to key executives as the Purchasers, such as retention bonuses or performance-based vesting provisions. 2. Oregon Sample Restricted Stock Purchase Agreement for Founders: This Agreement may cater to the unique needs of founders or entrepreneurs who are selling restricted stock to investors, addressing aspects like vesting acceleration upon a change of control or founder-specific restrictions. 3. Oregon Sample Restricted Stock Purchase Agreement for Employee Stock Option Plans: This variation would focus on the purchase of restricted stock as part of an employee stock option plan, with provisions relating to exercise prices, vesting schedules, and the treatment of stock options upon termination. Conclusion: This detailed description provides an overview of the Oregon Sample Restricted Stock Purchase Agreement between Intermark, Inc. and Purchasers. It emphasizes the nature of the agreement, key provisions related to the purchase and applicable restrictions, as well as the possible variations based on the parties involved and the specific scenarios.

Oregon Sample Restricted Stock Purchase Agreement between Intermark, Inc. and Purchasers Introduction: This Oregon Sample Restricted Stock Purchase Agreement is designed to establish a legally binding agreement between Intermark, Inc. (the "Company") and the Purchasers regarding the purchase and sale of restricted stock. This agreement governs the terms and conditions of the stock purchase and outlines the rights and obligations of both parties involved. Nature of Agreement: This Oregon Sample Restricted Stock Purchase Agreement involves the sale and purchase of restricted stock, which refers to company shares subject to certain limitations or restrictions. This type of stock is often granted to key employees or executives as an incentive or compensation tool. Key Provisions: 1. Stock Purchase: The Agreement specifies the number of restricted stock units (RSS) being purchased by the Purchasers from the Company. It also outlines the purchase price per share and the total purchase price. 2. Restricted Stock Terms and Restrictions: The Agreement clearly defines the restrictions imposed on the purchased stock, including vesting periods, transfer limitations, and any other applicable restrictions imposed by the Company or regulatory authorities. 3. Consideration: The Agreement describes the form of consideration to be provided by the Purchasers in exchange for the restricted stock, such as cash, promissory notes, or other forms of acceptable payment. 4. Closing and Delivery: The Agreement outlines the process and timeline for the closing of the transaction, including the delivery of the purchased restricted stock to the Purchasers. 5. Representations and Warranties: Both parties make various representations and warranties regarding their legal capacity, authority, and ability to enter into and perform the Agreement. These representations and warranties help ensure the validity and enforceability of the transaction. Types of Oregon Sample Restricted Stock Purchase Agreement: There may be variations of the Oregon Sample Restricted Stock Purchase Agreement depending on factors such as the specific terms and restrictions imposed on the restricted stock and the parties involved. Some possible variations include: 1. Oregon Sample Restricted Stock Purchase Agreement for Key Executives: This type of Agreement may include additional clauses and provisions specific to key executives as the Purchasers, such as retention bonuses or performance-based vesting provisions. 2. Oregon Sample Restricted Stock Purchase Agreement for Founders: This Agreement may cater to the unique needs of founders or entrepreneurs who are selling restricted stock to investors, addressing aspects like vesting acceleration upon a change of control or founder-specific restrictions. 3. Oregon Sample Restricted Stock Purchase Agreement for Employee Stock Option Plans: This variation would focus on the purchase of restricted stock as part of an employee stock option plan, with provisions relating to exercise prices, vesting schedules, and the treatment of stock options upon termination. Conclusion: This detailed description provides an overview of the Oregon Sample Restricted Stock Purchase Agreement between Intermark, Inc. and Purchasers. It emphasizes the nature of the agreement, key provisions related to the purchase and applicable restrictions, as well as the possible variations based on the parties involved and the specific scenarios.