Share purchase agreement—other employment provisions
Share purchase agreement—other employment provisions

The following Employment precedent provides comprehensive and up to date legal information covering:

  • Share purchase agreement—other employment provisions
  • 1 Definitions
  • 2 Pre-completion undertakings
  • 3 Litigation management
  • 4 Indemnities
  • 5 Completion obligations

IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s withdrawal from the EU. At this point in time (referred to in UK law as ‘IP completion day’), key transitional arrangements come to an end and significant changes begin to take effect across the UK’s legal regime. This document contains guidance on subjects impacted by these changes. Before continuing your research, see Practice Note: Brexit and IP completion day—implications for employment lawyers.

    1. 1

      Definitions

      1. 1.1

        [Insert the following definitions into the definitions clause of the Precedent share purchase agreement (if required)]

        [Buyer

        1. [insert name of purchasing corporate entity] incorporated in [England and Wales OR [insert country of incorporation] OR with registered number [insert company number] whose registered office is at [insert address];]

        [CA 2006

        1. the Companies Act 2006;]

        Company

        1. [insert name];

        [Completion

        1. completion of the matters described in this Agreement (including the sale and purchase of the Sale Shares) by the performance by the Parties of their respective obligations in accordance with clause [insert number];]

        [Consequential Loss

        1. consequential, special, indirect, incidental or punitive damages or loss or any loss of profits or other form of economic loss however arising;]

        Contractor

        1. any person who is engaged directly or indirectly by the Company[ or any Subsidiary] to provide[ personal] services to the Company[ or any Subsidiary] other than as an Employee

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