STOCK SALE AND PURCHASE AGREEMENT

THIS Agreement made and entered into this the ____ day of ______, 20__, by and between ______AND______.

WHEREAS, ______desires to purchase all of the right, title and interest which ______have or claim to have in ______(hereinafter "the Company"), including all issued and outstanding stock of the Company held by ______and ______;

WHEREAS, ______desire to sell all of their ownership in the Company to ______.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

  1. Sale of Corporation and Stock Interest. Subject to the conditions precedent set forth in Paragraph 4 hereof and to the provisions of Paragraph 5 hereof, ______does hereby agree to sell, convey and transfer to ______does hereby agree to purchase all of ______right, title and interest in the Company, including the ______shares of the Company evidenced by stock certificate number(s) ______(hereinafter "______Stock") at the purchase price set forth in Paragraph 3 below.
  2. Sale of Corporation and Stock Interest. Subject to the conditions precedent set forth in Paragraph 4 hereof and to the provisions of Paragraph 5 hereof, ______does also hereby agree to sell, convey and transfer to ______does hereby agree to purchase all of ______right, title and interest in the Company, including the ______shares of the Company evidenced by stock certificate number 4 (hereinafter "______Stock") at the purchase price set forth in Paragraph 3 below.
  3. Purchase Price. The total purchase price to be paid by ______for all Stock and the Corporation assets, good will and any other assets of the corporation shall be $______. The purchase price allocated to the stock shall be ___ per share. The Purchase Price due ______and ______, respectively, shall be paid by ______in the form of a cashier's check or certified funds on the Closing Date. The purchase price shall be allocated between ______and ______as follows:

(a)

(b)

  1. Conditions Precedent to Sale. The obligation of ______to purchase the interest of ______in the Company pursuant to this Agreement is specifically subject to and conditioned on the following:

(a)Review of corporate minute book, by-laws and stock transfer books by ______s legal representative satisfactory to ______;

(b)Execution by ______and ______on or before the Closing Date of a resignation of all positions held with the Company substantially in the form of Exhibit "A" hereto;

(c)Termination of the Company's line of credit with ______and cancellation of all personal guaranties executed in connection therewith;

(d)Removal of any and all authority of ______, on or before the Closing Date to conduct banking transactions on behalf of the Company, including, but not limited to signing checks, withdrawing corporate funds or borrowing funds on behalf of the Company;

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ADDITIONAL TEMPLATE PREVIEWS

Distributor Agreement / Joint Venture Agreement / Stock Purchase and Sale Agreement / Acquisition Confidentiality Agreement / New Business, Product, and Startup Ideas
Merger Agreement -1 / Merger Agreement -2 / Merger Agreement -3 / Merger Agreement -4 / ADDITIONAL TEMPLATES
Letter of Intent to Purchase Business / Letter of Intent to Joint Venture / Basics of Buying or Selling a Business / Presentation and Report Charts and Graphics - Big Time Saver! / MARKET, INDUSTRY, AND COMPANY, RESEARCH

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