A long-form agreement for the purchase and sale of all of the outstanding capital stock of a private US corporation, drafted in favor of the buyer. This Standard Document assumes a single corporate buyer and a single corporate seller. It also assumes that the signing and closing of the transaction are not simultaneous. This Standard Document has integrated notes with important explanations and drafting and negotiating tips.
Practical Law Corporate & Securities Environmental provisions by Andrew N. Davis, Ph.D. and Aaron D. Levy, Shipman & Goodwin LLP. Employment and labor provisions by Michael A. Hausknecht, Nixon Peabody LLP. ERISA provisions by Steven J. Friedman, Littler Mendelson, P.C. These provisions are periodically updated by the contributors. With respect to their respective contributed portions, the contributors' views expressed herein do not necessarily reflect the views of their firms or clients.
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