Washington Sample Stock Purchase Agreement between Allegheny Energy, Inc., Energy Corp. of America and Eastern Systems Corporation

• Category: Corporations - Public - Stock Purchase Sample
• State: Multi-State
• Control #: US-EG-9001
• Format: Word; Rich Text

Description

Stock Purchase Agreement btwn Allegheny Energy, Inc., Energy Corp. of America and Eastern Systems Corp. dated Dec. 20, 1999. 75 pages Title: Washington Sample Stock Purchase Agreement: Allegheny Energy, Inc., Energy Corp. of America, and Eastern Systems Corporation Introduction: This detailed description focuses on Washington Sample Stock Purchase Agreement between Allegheny Energy, Inc., Energy Corp. of America, and Eastern Systems Corporation. This agreement serves as a legally binding document outlining the terms and conditions for the stock purchase transaction between the involved parties. Keywords: Washington, Sample Stock Purchase Agreement, Allegheny Energy, Inc., Energy Corp. of America, Eastern Systems Corporation. Section 1: Parties Involved 1.1 Seller: Allegheny Energy, Inc. 1.2 Buyer: Energy Corp. of America 1.3 Target Company: Eastern Systems Corporation Section 2: Purchase and Sale of Stocks 2.1 Stock Sale: The agreement pertains to the purchase and sale of stocks issued by Eastern Systems Corporation. 2.2 Stock Price: The price per share is determined as per the negotiations between the Seller and the Buyer and shall be specified in a separate attachment. 2.3 Closing Date: The agreement mentions the anticipated date of closing the transaction, subject to certain conditions. Section 3: Representations and Warranties 3.1 Seller's Representations: Allegheny Energy, Inc. assures that it is the legal owner of the stocks being sold and has the authority to transfer them. 3.2 Buyer's Representations: Energy Corp. of America represents its financial capability and willingness to purchase the stocks. 3.3 Target Company's Representations: Eastern Systems Corporation represents its legal existence, authorization to sell stocks, and financial standing. Section 4: Conditions Precedent 4.1 Third-Party Consents: If required, the agreement specifies any necessary consents or approvals from third parties, such as regulatory bodies or shareholders. 4.2 Due Diligence: The transaction may be subject to the satisfactory completion of due diligence by the Buyer. 4.3 Governmental Approvals: The agreement mentions any required governmental approvals needed for the completion of the stock purchase. Section 5: Indemnification and Liability 5.1 Indemnification: The parties agree to indemnify each other for any losses, damages, or liabilities arising from the breach of representations, warranties, or obligations. 5.2 Limitation of Liability: The agreement may include a clause that limits the liability of the parties under certain circumstances. Section 6: Termination 6.1 Termination Rights: The agreement outlines the conditions under which either party can terminate the transaction, such as material breaches or failure to meet specified conditions. 6.2 Effect of Termination: The termination provisions specify the consequences of terminating the agreement, including confidentiality obligations and any financial implications. Different Types of Washington Sample Stock Purchase Agreements: 1. Asset Purchase Agreement: This agreement involves the purchase and sale of specific assets or divisions of the target company rather than its stocks. 2. Merger Agreement: This type of agreement outlines the terms and conditions for the merger of two or more companies to form a new entity. 3. Share Purchase Agreement: Similar to the stock purchase agreement, this type pertains to the purchase and sale of shares issued by the target company. 4. Cross-Purchase Agreement: Specifically used in the context of multiple shareholders, this agreement allows the purchase and sale of shares between existing shareholders. Note: The specific types of Washington Sample Stock Purchase Agreements may vary depending on the nature of the transaction and the requirements of the parties involved.

Title: Washington Sample Stock Purchase Agreement: Allegheny Energy, Inc., Energy Corp. of America, and Eastern Systems Corporation Introduction: This detailed description focuses on Washington Sample Stock Purchase Agreement between Allegheny Energy, Inc., Energy Corp. of America, and Eastern Systems Corporation. This agreement serves as a legally binding document outlining the terms and conditions for the stock purchase transaction between the involved parties. Keywords: Washington, Sample Stock Purchase Agreement, Allegheny Energy, Inc., Energy Corp. of America, Eastern Systems Corporation. Section 1: Parties Involved 1.1 Seller: Allegheny Energy, Inc. 1.2 Buyer: Energy Corp. of America 1.3 Target Company: Eastern Systems Corporation Section 2: Purchase and Sale of Stocks 2.1 Stock Sale: The agreement pertains to the purchase and sale of stocks issued by Eastern Systems Corporation. 2.2 Stock Price: The price per share is determined as per the negotiations between the Seller and the Buyer and shall be specified in a separate attachment. 2.3 Closing Date: The agreement mentions the anticipated date of closing the transaction, subject to certain conditions. Section 3: Representations and Warranties 3.1 Seller's Representations: Allegheny Energy, Inc. assures that it is the legal owner of the stocks being sold and has the authority to transfer them. 3.2 Buyer's Representations: Energy Corp. of America represents its financial capability and willingness to purchase the stocks. 3.3 Target Company's Representations: Eastern Systems Corporation represents its legal existence, authorization to sell stocks, and financial standing. Section 4: Conditions Precedent 4.1 Third-Party Consents: If required, the agreement specifies any necessary consents or approvals from third parties, such as regulatory bodies or shareholders. 4.2 Due Diligence: The transaction may be subject to the satisfactory completion of due diligence by the Buyer. 4.3 Governmental Approvals: The agreement mentions any required governmental approvals needed for the completion of the stock purchase. Section 5: Indemnification and Liability 5.1 Indemnification: The parties agree to indemnify each other for any losses, damages, or liabilities arising from the breach of representations, warranties, or obligations. 5.2 Limitation of Liability: The agreement may include a clause that limits the liability of the parties under certain circumstances. Section 6: Termination 6.1 Termination Rights: The agreement outlines the conditions under which either party can terminate the transaction, such as material breaches or failure to meet specified conditions. 6.2 Effect of Termination: The termination provisions specify the consequences of terminating the agreement, including confidentiality obligations and any financial implications. Different Types of Washington Sample Stock Purchase Agreements: 1. Asset Purchase Agreement: This agreement involves the purchase and sale of specific assets or divisions of the target company rather than its stocks. 2. Merger Agreement: This type of agreement outlines the terms and conditions for the merger of two or more companies to form a new entity. 3. Share Purchase Agreement: Similar to the stock purchase agreement, this type pertains to the purchase and sale of shares issued by the target company. 4. Cross-Purchase Agreement: Specifically used in the context of multiple shareholders, this agreement allows the purchase and sale of shares between existing shareholders. Note: The specific types of Washington Sample Stock Purchase Agreements may vary depending on the nature of the transaction and the requirements of the parties involved.