Stock Purchase Agreement between Greystone Funding Corporation and Schick Technologies, Inc. regarding the purchase of outstanding capital stock dated December 27, 1999. 7 pages.
Title: Pennsylvania Sample Stock Purchase Agreement Between Grey stone Funding Corporation and Schick Technologies, Inc. Introduction: In this article, we will provide a detailed description of the Pennsylvania Sample Stock Purchase Agreement between Grey stone Funding Corporation and Schick Technologies, Inc. This agreement serves as a template for parties involved in a stock acquisition transaction in Pennsylvania. We will explore the key elements and considerations within this legal document. 1. Parties Involved: The Pennsylvania Sample Stock Purchase Agreement outlines the terms and conditions between Grey stone Funding Corporation, referred to as the "Buyer," and Schick Technologies, Inc., referred to as the "Seller." 2. Agreement Objectives: The agreement aims to facilitate the sale, purchase, and transfer of stock ownership from the Seller to the Buyer. It establishes the transaction's scope, purpose, and obligations of both parties. 3. Stock Purchase Terms: The agreement provides a comprehensive overview of the stock being purchased by the Buyer. It covers details such as the number of shares, class of stock, par value, and any restrictions or encumbrances related to the shares. 4. Purchase Price and Consideration: This section outlines the purchase price and consideration to be paid by the Buyer to the Seller in exchange for the shares. The agreement may specify the price per share, total purchase price, and any adjustments or payment terms agreed upon between the parties. 5. Representations and Warranties: Both parties provide representations and warranties to ensure the accuracy and integrity of the transaction. These may include financial statements, ownership rights, litigation status, and any undisclosed liabilities related to the shares. 6. Conditions Precedent: The agreement may list specific conditions that must be fulfilled before the completion of the transaction. This includes regulatory approvals, third-party consents, and satisfactory due diligence by the Buyer. 7. Covenants: The covenants section outlines the ongoing obligations of both parties during the transaction process. This includes cooperation, confidentiality, non-competition, and non-solicitation clauses. 8. Indemnification and Liability: The agreement establishes the indemnification provisions to protect both parties from potential losses or liabilities arising from any breach of representations, warranties, or contractual obligations. 9. Governing Law and Jurisdiction: This section specifies that the agreement is subject to Pennsylvania law and determines the jurisdiction where disputes will be resolved. 10. Termination and Remedies: The circumstances under which the agreement can be terminated by either party are outlined here, along with the available remedies in case of a default. Types of Pennsylvania Sample Stock Purchase Agreements between Grey stone Funding Corporation and Schick Technologies, Inc.: 1. Agreement for 100% Stock Acquisition: This type of agreement involves the complete acquisition of all outstanding shares of Schick Technologies, Inc. by Grey stone Funding Corporation. 2. Agreement for Partial Stock Acquisition: This variant of the agreement pertains to the purchase of a specific percentage or number of shares of Schick Technologies, Inc., allowing Grey stone Funding Corporation to become a minority or majority shareholder. 3. Agreement for Preferred Stock Purchase: This type of agreement focuses on the acquisition of preferred shares of Schick Technologies, Inc., which may confer certain rights or privileges to the Buyer compared to common stockholders. Conclusion: The Pennsylvania Sample Stock Purchase Agreement between Grey stone Funding Corporation and Schick Technologies, Inc. serves as a valuable framework for parties engaging in stock acquisition transactions in Pennsylvania. By incorporating the mentioned elements and considerations, both parties can establish clear expectations and protect their interests during the process.
Title: Pennsylvania Sample Stock Purchase Agreement Between Grey stone Funding Corporation and Schick Technologies, Inc. Introduction: In this article, we will provide a detailed description of the Pennsylvania Sample Stock Purchase Agreement between Grey stone Funding Corporation and Schick Technologies, Inc. This agreement serves as a template for parties involved in a stock acquisition transaction in Pennsylvania. We will explore the key elements and considerations within this legal document. 1. Parties Involved: The Pennsylvania Sample Stock Purchase Agreement outlines the terms and conditions between Grey stone Funding Corporation, referred to as the "Buyer," and Schick Technologies, Inc., referred to as the "Seller." 2. Agreement Objectives: The agreement aims to facilitate the sale, purchase, and transfer of stock ownership from the Seller to the Buyer. It establishes the transaction's scope, purpose, and obligations of both parties. 3. Stock Purchase Terms: The agreement provides a comprehensive overview of the stock being purchased by the Buyer. It covers details such as the number of shares, class of stock, par value, and any restrictions or encumbrances related to the shares. 4. Purchase Price and Consideration: This section outlines the purchase price and consideration to be paid by the Buyer to the Seller in exchange for the shares. The agreement may specify the price per share, total purchase price, and any adjustments or payment terms agreed upon between the parties. 5. Representations and Warranties: Both parties provide representations and warranties to ensure the accuracy and integrity of the transaction. These may include financial statements, ownership rights, litigation status, and any undisclosed liabilities related to the shares. 6. Conditions Precedent: The agreement may list specific conditions that must be fulfilled before the completion of the transaction. This includes regulatory approvals, third-party consents, and satisfactory due diligence by the Buyer. 7. Covenants: The covenants section outlines the ongoing obligations of both parties during the transaction process. This includes cooperation, confidentiality, non-competition, and non-solicitation clauses. 8. Indemnification and Liability: The agreement establishes the indemnification provisions to protect both parties from potential losses or liabilities arising from any breach of representations, warranties, or contractual obligations. 9. Governing Law and Jurisdiction: This section specifies that the agreement is subject to Pennsylvania law and determines the jurisdiction where disputes will be resolved. 10. Termination and Remedies: The circumstances under which the agreement can be terminated by either party are outlined here, along with the available remedies in case of a default. Types of Pennsylvania Sample Stock Purchase Agreements between Grey stone Funding Corporation and Schick Technologies, Inc.: 1. Agreement for 100% Stock Acquisition: This type of agreement involves the complete acquisition of all outstanding shares of Schick Technologies, Inc. by Grey stone Funding Corporation. 2. Agreement for Partial Stock Acquisition: This variant of the agreement pertains to the purchase of a specific percentage or number of shares of Schick Technologies, Inc., allowing Grey stone Funding Corporation to become a minority or majority shareholder. 3. Agreement for Preferred Stock Purchase: This type of agreement focuses on the acquisition of preferred shares of Schick Technologies, Inc., which may confer certain rights or privileges to the Buyer compared to common stockholders. Conclusion: The Pennsylvania Sample Stock Purchase Agreement between Grey stone Funding Corporation and Schick Technologies, Inc. serves as a valuable framework for parties engaging in stock acquisition transactions in Pennsylvania. By incorporating the mentioned elements and considerations, both parties can establish clear expectations and protect their interests during the process.