英文股票销售协议STOCK PURCHASE AGREEMENT精选.doc

STOCK PURCHASE AGREEMENT THIS AGREEMENT is made and entered into this ____ day of , 20 , by and between , hereinafter collectively referred to as the Seller and and/or assigns and/or nominees, hereinafter collectively referred to as the Purchaser (the term Purchaser shall extend to in the first instance the original Purchaser named herein and also the assigns of such Purchaser); WITNESSETH: WHEREAS, the Seller is the record owner and holder of the issued and outstanding shares of the capital stock of , hereinafter referred to as the Corporation, a corporation, which Corporation has issued capital stock of shares of $ par value common stock, and WHEREAS, the Purchaser desires to purchase all of the issued and outstanding capital stock of the Corporation (referred to as the Corporations Stock), and the Seller desires to sell or cause to be sold all of the Corporations stock, upon the terms and subject to the conditions hereinafter set forth; NOW, THEREFORE, in consideration of the mutual covenants and agreements contained in this Agreement, and in order to consummate the purchase and the sale of the Corporations Stock aforementioned, it is hereby agreed as follows: 1. PURCHASE AND SALE: CLOSING. a. Purchase and Sale of Corporations Stock. Subject to the terms and conditions hereinafter set forth, at the closing of the transaction contemplated hereby, the Seller shall sell, convey and transfer, or cause to be sold, conveyed or transferred, all of the Corporations Stock and deliver to the Purchaser certificates representing such stock, and the Purchaser shall purchase from the Seller the Corporations Stock in consideration of the purchase price set forth in Section 2 and Exhibit A of this Agreement. The certificates representing the Corporations Stock shall be duly endorsed for transfer or accompanied by appropriate stock transfer powers duly executed in blank, in either case with signatures guaranteed in the customary fashion, and shall have all the necessary document