Share Transfer
Agreement
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PREPARED FOR
[Transferee Company]
PREPARED BY
[Transferor Company]
Share Transfer Agreement
This Share Transfer Agreement (hereinafter referred to as the “Agreement”) is entered into and shall be effective as of [Agreement Effective Date],
By and Between
[Transferor Company] (hereinafter referred to as the “Transferor”), having its registered place of business at [Transferor Address], and;
[Transferee Company] (hereinafter referred to as the “Transferee”), having its registered place of business at [Transferee Address].
The Transferor and the Transferee are collectively referred to as the "Parties" and the "Party" individually.
WHEREAS, the Transferor is the registered proprietor of shares and is desirous of transferring the shares to the Transferee;
AND WHEREAS, the Transferee has agreed to acquire the shares from the Transferor.
NOW, THEREFORE, in consideration of the mutual covenants and promises made by the Parties hereby agree as follows:
TERMS AND CONDITIONS.
1. TRANSFER OF SHARES.
The Transferor transfers the title of the shares to the Transferee in consideration of the amount specified in the Transfer Price. The transfer is absolute and includes all rights to capital, voting rights, and dividends associated with the shares. The Transferor will transfer the shares to the Transferee on the effective date [Share Transfer Date].
2. TRANSFER PRICE.
3. COST OF TRANSFER.
Any cost incurred during the transfer of shares shall be borne by the Transferee.
4. WARRANTY AND INDEMNITY.
It is agreed that the Transferor is the true and lawful owner of the shares and is entitled to all the benefits associated with them. There are no charges or obligations over the shares. The Transferor has the authority to transfer the shares and enter into the Agreement.
5. SHARES.
The following table outlines the details of the shares proposed for transfer, including the company name, number, and class of shares, face value per share, percentage of paid-up capital, and the individual transfer price agreed for each company:
The following table outlines the details of the shares proposed for transfer, including the company name, number, and class of shares, face value per share, percentage of paid-up capital, and the individual transfer price agreed for each company:
Company Name | Number of Shares | Class of Shares | Face Value (Per Share) | Paid-Up Capital (Percentage) | Transfer Price |
[Company 1] | [Number of Shares] | [Ordinary/Preference] | $[Face Value]/ share | [Paid-Up Percentage]% | $[Transfer Price] |
[Company 2] | [Number of Shares] | [Ordinary/Preference] | $[Face Value]/ share | [Paid-Up Percentage]% | $[Transfer Price] |
[Company 3] | [Number of Shares] | [Ordinary/Preference] | $[Face Value]/ share | [Paid-Up Percentage]% | $[Transfer Price] |
6. TERMINATION.
Either Party may terminate/cancel this Agreement by written notice to the other Party. In case of breach of the terms and conditions herein by any Party, the Party in breach shall remedy it within [Termination Notice Period] day(s) upon receiving such notice of the breach. Failure to remedy the breach will lead to the termination of this Agreement without prior notice.
7. ARBITRATION.
In the event of any dispute arising in and out of this Agreement between the Parties, it shall be resolved by arbitration. There shall be [Number of Arbitrators] arbitrator(s), who shall be appointed by [Arbitration Appointing Party Name]. The venue of arbitration shall be [Location of Arbitration], and the Seat shall be [State of Seat]. The arbitrator(s)’ decision shall be final and binding on both Parties.
8. SEVERABILITY.
In the event that any provision of this Agreement is deemed to be invalid or unenforceable, in whole or in part, that part shall be severed from the remainder of this Agreement, and all other provisions shall remain in full force and effect as valid and enforceable.
9. GOVERNING LAW.
This Agreement shall be governed by and in accordance with the laws of [Governing Law].
10. VARIATION.
This Share Transfer Agreement shall be varied, and any such variation shall be made in writing by both Parties. The Transferor hereby agrees to indemnify and hold harmless the Transferee against any damages arising out of this Agreement.
11. NOTICES.
Any notices required or permitted by this Agreement shall be in writing and delivered by certified mail or courier to the mentioned address.
12. ENTIRE AGREEMENT.
This is the entire Agreement regarding the terms and conditions of the Company’s engagement. It supersedes all other agreements between the Parties, whether oral or written.
ACCEPTANCE AND SIGNATURE.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year mentioned above.
[Transferee Company]
[Transferor Company]
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