Stock Purchase Agreement Significado

Guarantees and responsibilities must be verified to ensure that there is no misrepresentation. If this happens and is found later, it will be possible legal action and appeal. There may be an adjustment of the purchase price after the transaction, in which the seller obtained the buyer`s refund in case of misrepresentations. 4.15. Contracts. With the exception of contracts that can be fixed at [NUMBER] days or less days without penalty, Schedule 4 defines all the following contracts in which the entity is involved or to which one of its assets is bound (together the „material contracts“): (a) the debt or debt contracts; b) Guaranties constitution contracts; (c) individual capital expenditure contracts that are greater than „O“; (d) contracts to purchase or sell real estate, a transaction or industry, or a merger or consolidation; (e) joint venture, limited liability company or company contracts; (f) the leasing of materials; (g) employment contracts that are not terminated after a period of [NUMBER] without further severance pay and with an annual allowance greater than 100% higher than this one; and (h) other contracts that, after the date of payment or receipt of more than 12 months, individually require, after their respective date, payment or receipt of more than 12 months or the aggregate of „. The company has fulfilled, on all essential points, all the conditions of the equipment contracts in which it is involved and has not done or carried out any act that could physically deny or interfere with its rights under a material contract. To the company`s knowledge, there are no allegations or claims that the company violated, violated or delayed the material of a material contract. Authentic, correct and complete copies of all hardware contracts were delivered to the buyer. The seller wants to sell the buyer and transfer it to the buyer, and the buyer wishes to acquire and accept from the seller all the shares under the conditions and conditions specified in it. (a) (i) All tax returns that must be filed by the company, which have been filed correctly and in a timely manner and all these returns are accurate, accurate and complete on all essential aspects, (ii) none of these returns are now reviewed or reviewed by a public body, (iii) all taxes due or due by the company have been paid in a timely manner; (iv) there is no agreement, waiver or other regulation that provides for an extension of the time limit for the filing of such a declaration or the taxation or collection of such a tax, (v) are not due to criminal, interest or other charges with respect to the late filing of such a declaration or the late payment of such a tax.

, vi) there is no pending right or, to the seller`s knowledge, threatened by a public authority in connection with such a tax, (vii) all withholding and payment requirements imposed on the company have been fully complied with and (viii) there are no agreements for attribution, compensation or sharing concerning the company. 4.10. [Crances; Supplies and supplies. The Company`s claims are valid and genuine, are the result exclusively of good faith sales and deliveries of goods, provision of services or other formal transactions and are not subject to valid defence, compensation or counter-claim.