Amend. No. 1 to Stock Purch. Agr. btwn Wynn's International, Goshen Rubber Co., Inc., Wm. P. Johnson, shareholders & Berkshire Taconic Community Found. dated December 17, 1999. 9 pages
Title: Clark Nevada Sample Amendment to Stock Purchase Agreement: A Comprehensive Overview Introduction: The Clark Nevada Sample Amendment to Stock Purchase Agreement between Wynn's International, Goshen Rubber Co., Inc. shareholders, and Berkshire Laconic Community Foundation is a vital legal document that outlines the modifications made to the original agreement. This detailed description will shed light on the various types and key elements involved in this amendment, providing clarity to all parties involved. 1. Definition and Purpose: The Clark Nevada Sample Amendment to Stock Purchase Agreement is an addendum that alters specific terms, conditions, or provisions of the original stock purchase agreement. It allows Wynn's International, Goshen Rubber Co., Inc. shareholders, and Berkshire Laconic Community Foundation to achieve mutual understanding and reach an equitable solution to the concerns they may have identified post-deal. 2. Key Sections and Contents: a) Identification of Parties Involved: The amendment establishes the identities and roles of the involved parties, namely Wynn's International, Goshen Rubber Co., Inc. shareholders, and Berkshire Laconic Community Foundation. b) Purpose of Amendment: It explicitly states the purpose for enacting the amendment, detailing the specific areas that require modification to rectify issues, improve clarity, or add newly negotiated terms. c) Amendments to the Original Agreement: A comprehensive list of specific changes to the original stock purchase agreement is meticulously outlined. These changes may include adjustments to purchase price, terms of payment, allocation of shares, warranties, representations, or any other relevant provisions. d) Conditions for Effectiveness: The provision specifies the requirements that must be met for the amendment to become valid and enforceable. These conditions may involve obtaining regulatory approvals, shareholder consent, or meeting specific financial obligations, among others. e) Survival of Other Provisions: This section indicates whether the remaining terms and conditions of the original stock purchase agreement not explicitly modified by the amendment will continue to be in effect. f) Governing Law and Jurisdiction: The choice of law and jurisdiction governing the amendment is included to ensure consistency and resolve potential conflicts in case of disputes. 3. Different Types of Amendments: While not specific to the Clark Nevada Sample Amendment, different types of amendments to a stock purchase agreement can be categorized based on their nature and purpose. These may include: a) Material Amendments: These amendments alter significant terms of the agreement, such as purchase price, payment terms, or maturity date, significantly impacting the overall transaction. b) Non-material Amendments: These amendments modify minor details or clarifications that do not substantially affect the main agreement. c) Corrective Amendments: Such amendments serve to rectify errors or omissions present in the initial agreement, ensuring accuracy and removing ambiguities. d) Additive Amendments: Additive amendments introduce additional terms or conditions to supplement the original agreement's content. Conclusion: The Clark Nevada Sample Amendment to Stock Purchase Agreement plays a critical role in modifying and reconciling the terms agreed upon between Wynn's International, Goshen Rubber Co., Inc. shareholders, and Berkshire Laconic Community Foundation. By comprehensively describing the document's contents and variations, this detailed overview serves as a valuable reference for understanding the complexities involved in the amendment process.
Title: Clark Nevada Sample Amendment to Stock Purchase Agreement: A Comprehensive Overview Introduction: The Clark Nevada Sample Amendment to Stock Purchase Agreement between Wynn's International, Goshen Rubber Co., Inc. shareholders, and Berkshire Laconic Community Foundation is a vital legal document that outlines the modifications made to the original agreement. This detailed description will shed light on the various types and key elements involved in this amendment, providing clarity to all parties involved. 1. Definition and Purpose: The Clark Nevada Sample Amendment to Stock Purchase Agreement is an addendum that alters specific terms, conditions, or provisions of the original stock purchase agreement. It allows Wynn's International, Goshen Rubber Co., Inc. shareholders, and Berkshire Laconic Community Foundation to achieve mutual understanding and reach an equitable solution to the concerns they may have identified post-deal. 2. Key Sections and Contents: a) Identification of Parties Involved: The amendment establishes the identities and roles of the involved parties, namely Wynn's International, Goshen Rubber Co., Inc. shareholders, and Berkshire Laconic Community Foundation. b) Purpose of Amendment: It explicitly states the purpose for enacting the amendment, detailing the specific areas that require modification to rectify issues, improve clarity, or add newly negotiated terms. c) Amendments to the Original Agreement: A comprehensive list of specific changes to the original stock purchase agreement is meticulously outlined. These changes may include adjustments to purchase price, terms of payment, allocation of shares, warranties, representations, or any other relevant provisions. d) Conditions for Effectiveness: The provision specifies the requirements that must be met for the amendment to become valid and enforceable. These conditions may involve obtaining regulatory approvals, shareholder consent, or meeting specific financial obligations, among others. e) Survival of Other Provisions: This section indicates whether the remaining terms and conditions of the original stock purchase agreement not explicitly modified by the amendment will continue to be in effect. f) Governing Law and Jurisdiction: The choice of law and jurisdiction governing the amendment is included to ensure consistency and resolve potential conflicts in case of disputes. 3. Different Types of Amendments: While not specific to the Clark Nevada Sample Amendment, different types of amendments to a stock purchase agreement can be categorized based on their nature and purpose. These may include: a) Material Amendments: These amendments alter significant terms of the agreement, such as purchase price, payment terms, or maturity date, significantly impacting the overall transaction. b) Non-material Amendments: These amendments modify minor details or clarifications that do not substantially affect the main agreement. c) Corrective Amendments: Such amendments serve to rectify errors or omissions present in the initial agreement, ensuring accuracy and removing ambiguities. d) Additive Amendments: Additive amendments introduce additional terms or conditions to supplement the original agreement's content. Conclusion: The Clark Nevada Sample Amendment to Stock Purchase Agreement plays a critical role in modifying and reconciling the terms agreed upon between Wynn's International, Goshen Rubber Co., Inc. shareholders, and Berkshire Laconic Community Foundation. By comprehensively describing the document's contents and variations, this detailed overview serves as a valuable reference for understanding the complexities involved in the amendment process.