Acquisition Agreement between GO Online Networks Corporation and Westlake Capital Corporation regarding purchase and sell of company shares dated January 10, 2000. 18 pages.
Title: Pennsylvania Acquisition Agreement between GO Online Networks Corp and Westlake Capital Corp: A Comprehensive Overview on the Purchase and Sale of Company Shares Keywords: Pennsylvania Acquisition Agreement, GO Online Networks Corp, Westlake Capital Corp, purchase and sale, company shares Introduction: The Pennsylvania Acquisition Agreement between GO Online Networks Corp and Westlake Capital Corp serves as a legally binding document that outlines the terms and conditions for the purchase and sale of company shares. This detailed description provides an in-depth understanding of this agreement, shedding light on its significance and potential variations. Types of Pennsylvania Acquisition Agreements: 1. Stock Purchase Agreement: The Stock Purchase Agreement is a type of Pennsylvania Acquisition Agreement that specifies the sale and purchase of a specific number or percentage of company shares from the seller (GO Online Networks Corp) to the buyer (Westlake Capital Corp). 2. Share Purchase Agreement: This type of Pennsylvania Acquisition Agreement involves the sale and transfer of all shares held by GO Online Networks Corp to Westlake Capital Corp. It focuses on the comprehensive acquisition of the company, transferring control and ownership from the seller to the buyer. Detailed Description: 1. Parties Involved: The agreement clearly identifies the parties involved in the transaction, namely GO Online Networks Corp (the seller) and Westlake Capital Corp (the buyer). It provides detailed information about each party, including their legal names, addresses, and representation for the purpose of signing and executing the agreement. 2. Purchase and Sale Provisions: The Pennsylvania Acquisition Agreement specifies the terms and conditions governing the purchase and sale of company shares. It outlines the number or percentage of shares being sold, the purchase price, and any other considerations involved in the transaction, such as earn-out provisions or additional payments contingent on certain milestones. 3. Representations and Warranties: This agreement includes a section that details the representations and warranties made by both parties. GO Online Networks Corp guarantees the ownership and marketability of the shares being sold, ensuring they are free from any encumbrances or third-party claims. Westlake Capital Corp may also provide representations regarding its ability to purchase the shares and its legal capacity to enter into the agreement. 4. Due Diligence and Disclosures: To safeguard the interests of the buyer, the Pennsylvania Acquisition Agreement requires GO Online Networks Corp to disclose any material information that may affect the value or condition of the company shares. Westlake Capital Corp is provided a specified period to conduct due diligence, investigating the financial, legal, and operational aspects of the company. 5. Closing and Conditions Precedent: The agreement sets out the conditions under which the transaction is deemed complete. This includes the fulfillment of specific conditions precedent, such as obtaining necessary regulatory approvals, securing financing, or obtaining consents from third parties involved in the company's operations. Conclusion: In summary, the Pennsylvania Acquisition Agreement between GO Online Networks Corp and Westlake Capital Corp plays a pivotal role in facilitating the purchase and sale of company shares. By comprehensively outlining the terms and conditions, as well as the obligations and representations of each party, this agreement ensures a transparent and legally binding transaction.
Title: Pennsylvania Acquisition Agreement between GO Online Networks Corp and Westlake Capital Corp: A Comprehensive Overview on the Purchase and Sale of Company Shares Keywords: Pennsylvania Acquisition Agreement, GO Online Networks Corp, Westlake Capital Corp, purchase and sale, company shares Introduction: The Pennsylvania Acquisition Agreement between GO Online Networks Corp and Westlake Capital Corp serves as a legally binding document that outlines the terms and conditions for the purchase and sale of company shares. This detailed description provides an in-depth understanding of this agreement, shedding light on its significance and potential variations. Types of Pennsylvania Acquisition Agreements: 1. Stock Purchase Agreement: The Stock Purchase Agreement is a type of Pennsylvania Acquisition Agreement that specifies the sale and purchase of a specific number or percentage of company shares from the seller (GO Online Networks Corp) to the buyer (Westlake Capital Corp). 2. Share Purchase Agreement: This type of Pennsylvania Acquisition Agreement involves the sale and transfer of all shares held by GO Online Networks Corp to Westlake Capital Corp. It focuses on the comprehensive acquisition of the company, transferring control and ownership from the seller to the buyer. Detailed Description: 1. Parties Involved: The agreement clearly identifies the parties involved in the transaction, namely GO Online Networks Corp (the seller) and Westlake Capital Corp (the buyer). It provides detailed information about each party, including their legal names, addresses, and representation for the purpose of signing and executing the agreement. 2. Purchase and Sale Provisions: The Pennsylvania Acquisition Agreement specifies the terms and conditions governing the purchase and sale of company shares. It outlines the number or percentage of shares being sold, the purchase price, and any other considerations involved in the transaction, such as earn-out provisions or additional payments contingent on certain milestones. 3. Representations and Warranties: This agreement includes a section that details the representations and warranties made by both parties. GO Online Networks Corp guarantees the ownership and marketability of the shares being sold, ensuring they are free from any encumbrances or third-party claims. Westlake Capital Corp may also provide representations regarding its ability to purchase the shares and its legal capacity to enter into the agreement. 4. Due Diligence and Disclosures: To safeguard the interests of the buyer, the Pennsylvania Acquisition Agreement requires GO Online Networks Corp to disclose any material information that may affect the value or condition of the company shares. Westlake Capital Corp is provided a specified period to conduct due diligence, investigating the financial, legal, and operational aspects of the company. 5. Closing and Conditions Precedent: The agreement sets out the conditions under which the transaction is deemed complete. This includes the fulfillment of specific conditions precedent, such as obtaining necessary regulatory approvals, securing financing, or obtaining consents from third parties involved in the company's operations. Conclusion: In summary, the Pennsylvania Acquisition Agreement between GO Online Networks Corp and Westlake Capital Corp plays a pivotal role in facilitating the purchase and sale of company shares. By comprehensively outlining the terms and conditions, as well as the obligations and representations of each party, this agreement ensures a transparent and legally binding transaction.