Contra Costa California Sample Stock Purchase and Sale Agreement Model: The Contra Costa California Sample Stock Purchase and Sale Agreement model is a legally binding document that outlines the terms and conditions for the purchase and sale of stocks between Alexander and Alexander Services, Inc., and American International Group, Inc. This agreement serves as a blueprint for corporate transactions and enables both parties to establish a clear understanding of their rights and responsibilities. Key Terms and Clauses: 1. Parties: The agreement identifies the parties involved in the transaction, namely Alexander and Alexander Services, Inc. (the "Seller") and American International Group, Inc. (the "Buyer"). 2. Stock Description: The document provides a detailed description of the stocks being sold, including their type, class, number of shares, voting rights, and any restrictions or encumbrances. 3. Purchase Price: The agreement specifies the agreed-upon purchase price for the stocks being sold. This section may also include provisions for adjustments to the purchase price based on certain conditions or contingencies. 4. Closing Date: The parties agree on a specific date for the closing of the transaction, which is the day when the ownership transfer of the stocks takes place. 5. Representations and Warranties: Both parties make certain representations and warranties about their authority, ownership, title, and the absence of any undisclosed liabilities or claims related to the stocks being sold. 6. Conditions Precedent: The agreement may include conditions that need to be satisfied before the transaction can be completed. These conditions may involve regulatory approvals, third-party consents, or other specified requirements. 7. Indemnification: The parties agree to indemnify and hold each other harmless from any losses, damages, or liabilities resulting from a breach of the agreement or misrepresentation of facts. Types of Contra Costa California Sample Stock Purchase and Sale Agreement Models: 1. Standard Contra Costa California Sample Stock Purchase and Sale Agreement: This model includes the general terms and conditions applicable to most stock purchase and sale transactions between Alexander and Alexander Services, Inc. and American International Group, Inc. 2. Contra Costa California Sample Stock Purchase and Sale Agreement with Seller Financing: This model includes additional provisions related to seller financing, such as installment payments, interest rates, and security arrangements. 3. Contra Costa California Sample Stock Purchase and Sale Agreement with Earn out Clause: This model incorporates an "earn out" clause, which allows for additional payments to the seller based on the post-purchase performance of the stocks or the company. It is important for the parties involved to review and customize the agreement based on their specific circumstances and legal requirements. Consulting with legal professionals experienced in corporate matters is strongly advised to ensure compliance with all relevant laws and regulations.