LLC Share Purchase Agreement Template
This LLC Share Purchase Agreement is made and entered into as of [Date] by and between:
[Seller's Name], located at [Seller's Address] ("Seller")
and
[Buyer's Name], located at [Buyer's Address] ("Buyer").
Recitals:
WHEREAS, the Seller is the owner of [Number of Shares] membership interests (the "Shares") in [LLC Name], a limited liability company formed under the laws of the State of [State];
AND WHEREAS, the Seller desires to sell the Shares to the Buyer, and the Buyer desires to purchase the Shares from the Seller;
NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties hereto agree as follows:
- Purchase and Sale
The Seller agrees to sell, assign, and transfer the Shares to the Buyer, and the Buyer agrees to purchase the Shares from the Seller on the terms and conditions set forth in this Agreement.
- Purchase Price
The total purchase price for the Shares shall be: [Purchase Price].
- Payment Method
The Buyer shall pay the Purchase Price to the Seller in the following manner:
- Payment in full at closing;
- Installments: [Specify terms];
- Other: [Specify other payment methods].
- Closing
The closing of the purchase and sale of the Shares shall occur on [Closing Date] at [Closing Location].
- Representations and Warranties
The Seller represents and warrants that:
- The Seller is the rightful owner of the Shares;
- The Shares are free from any encumbrances;
- The Seller has the authority to enter into this Agreement.
- Indemnification
Each party agrees to indemnify and hold the other party harmless from any claims arising from their respective breaches of this Agreement.
- Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of [State].
- Entire Agreement
This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings.
IN WITNESS WHEREOF, the parties have executed this LLC Share Purchase Agreement as of the date first above written.
_____________________________________
Seller's Name
_____________________________________
Buyer's Name
_____________________________________
Date