Hillsborough Florida Sample Stock Purchase Agreement between Humana, Inc., Physician Corporation of America and Folksamerica Holding Company, Inc

• Category: Corporations - Public - Stock Purchase Sample
• State: Multi-State
• County: Hillsborough
• Control #: US-EG-9316
• Format: Word; Rich Text

Description

Stock Purchase Agreement between Humana, Inc., Physician Corporation of America and Folksamerica Holding Company, Inc. regarding guarantee of obligations and sale of shares of common stock dated December 30, 1999. 74 pages. A Hillsborough Florida Sample Stock Purchase Agreement is a legally binding document that outlines the terms and conditions of a stock purchase transaction between Human, Inc., Physician Corporation of America, and Folksamerica Holding Company, Inc. This agreement governs the sale and transfer of stock ownership from one party to another and establishes the rights and obligations of the parties involved. The agreement typically includes various clauses and provisions, such as: 1. Parties Involved: The agreement should clearly identify the parties involved in the transaction, namely Human, Inc. as the seller, Physician Corporation of America as the buyer, and Folksamerica Holding Company, Inc. as the parent company or majority shareholder. 2. Stock Description: The agreement details the type and quantity of stock being purchased, including the number of shares and any specific class or series of stock. It may also specify any restrictions or conditions related to the stock. 3. Purchase Price: The agreement sets out the agreed-upon purchase price for the stock. This may be a fixed amount, subject to adjustments, or based on a valuation formula. The payment terms and any escrow arrangements or installment payments should also be stipulated. 4. Representations and Warranties: Both the seller and the buyer will provide assurances regarding the accuracy of the information provided and the legality of the transaction. Representations and warranties may include financial statements, tax compliance, permits, licenses, and any litigation or disputes related to the stock. 5. Closing Conditions: The agreement will outline the conditions that must be fulfilled before the stock purchase can be completed. These conditions may include obtaining necessary approvals from regulatory bodies, the absence of material adverse changes, or the completion of due diligence reviews. 6. Indemnification: The parties' obligations to indemnify and hold each other harmless in case of any losses, liabilities, or claims arising from the stock purchase will be covered in this section. It may also include provisions for dispute resolution or arbitration. 7. Confidentiality and Non-Disclosure: To protect sensitive business information, the agreement may contain clauses that require the parties to maintain confidentiality regarding the terms and details of the stock purchase. It is important to note that the specific details and contents of the Sample Stock Purchase Agreement may vary depending on the specific circumstances and negotiations between the parties involved. Different versions of this agreement may exist if there are variations in the terms, conditions, or requirements of the stock purchase transaction. These variations could include agreements tailored for different stock classes or series, agreements that involve multiple rounds of financing, or agreements with additional provisions to address specific considerations or contingencies.

A Hillsborough Florida Sample Stock Purchase Agreement is a legally binding document that outlines the terms and conditions of a stock purchase transaction between Human, Inc., Physician Corporation of America, and Folksamerica Holding Company, Inc. This agreement governs the sale and transfer of stock ownership from one party to another and establishes the rights and obligations of the parties involved. The agreement typically includes various clauses and provisions, such as: 1. Parties Involved: The agreement should clearly identify the parties involved in the transaction, namely Human, Inc. as the seller, Physician Corporation of America as the buyer, and Folksamerica Holding Company, Inc. as the parent company or majority shareholder. 2. Stock Description: The agreement details the type and quantity of stock being purchased, including the number of shares and any specific class or series of stock. It may also specify any restrictions or conditions related to the stock. 3. Purchase Price: The agreement sets out the agreed-upon purchase price for the stock. This may be a fixed amount, subject to adjustments, or based on a valuation formula. The payment terms and any escrow arrangements or installment payments should also be stipulated. 4. Representations and Warranties: Both the seller and the buyer will provide assurances regarding the accuracy of the information provided and the legality of the transaction. Representations and warranties may include financial statements, tax compliance, permits, licenses, and any litigation or disputes related to the stock. 5. Closing Conditions: The agreement will outline the conditions that must be fulfilled before the stock purchase can be completed. These conditions may include obtaining necessary approvals from regulatory bodies, the absence of material adverse changes, or the completion of due diligence reviews. 6. Indemnification: The parties' obligations to indemnify and hold each other harmless in case of any losses, liabilities, or claims arising from the stock purchase will be covered in this section. It may also include provisions for dispute resolution or arbitration. 7. Confidentiality and Non-Disclosure: To protect sensitive business information, the agreement may contain clauses that require the parties to maintain confidentiality regarding the terms and details of the stock purchase. It is important to note that the specific details and contents of the Sample Stock Purchase Agreement may vary depending on the specific circumstances and negotiations between the parties involved. Different versions of this agreement may exist if there are variations in the terms, conditions, or requirements of the stock purchase transaction. These variations could include agreements tailored for different stock classes or series, agreements that involve multiple rounds of financing, or agreements with additional provisions to address specific considerations or contingencies.