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Equity Interest Purchase Agreement
"Need an Equity Interest Purchase Agreement for the acquisition of 60% shareholding in a Singapore technology startup, with completion scheduled for March 2025 and including standard non-compete provisions for the founding shareholders."
1. Parties: Identification and details of the buyer and seller
2. Background: Context of the transaction and relationship between parties
3. Definitions: Key terms used throughout the agreement
4. Sale and Purchase: Core transaction terms including price and equity interest details
5. Consideration: Payment terms and mechanics
6. Conditions Precedent: Prerequisites for completion
7. Completion: Mechanics and timing of closing
8. Warranties and Representations: Standard assurances from both parties
9. Governing Law and Jurisdiction: Choice of law and dispute resolution
1. Pre-completion Covenants: Obligations between signing and completion that apply when there's a gap between signing and completion
2. Post-completion Covenants: Ongoing obligations after completion when continued cooperation is needed
3. Non-compete Provisions: Restrictions on seller's future activities when protecting business interests is crucial
4. Tax Indemnities: Specific tax-related protections when tax exposures are significant
1. Target Company Information: Details of the company whose shares are being transferred
2. Warranties Schedule: Detailed warranties given by the seller
3. Disclosure Letter: Seller's disclosures against warranties
4. Completion Deliverables: List of documents and actions required at completion
5. Share Certificate Forms: Templates for new share certificates
6. Board Resolutions: Required corporate approvals
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