A buy-sell agreement that provides for transfer restrictions and the purchase and sale of stockholders' interests in the company in the event of certain specified occurrences, such as the death of a stockholder or the termination of a stockholder's employment with the company (including by reason of disability). This agreement also provides for company redemptions of a deceased stockholder's interest to be funded with life insurance proceeds. This Standard Document has integrated notes with important explanations and drafting and negotiating tips.