This is a very detailed agreement that may be used where a member in a close corporation is selling his/her member’s interest and claims on loan account in a close corporation to a party who is not a member of the CC.
This agreement is for use solely where the CC owns a business. The agreement is drafted to cater for a situation where there are remaining members in the CC and also where there are no remaining current members. Detailed drafting notes assist with making the necessary changes.This agreement is for use where the CC owns an underlying business and includes a restraint of trade to protect the purchaser.
NOTE: this is an agreement for the sale of a member’s interest and claims only and NOTfor the sale of a business. HOWEVER, as we assume that this agreement caters for a situation where the underlying CC owns a business, this agreement requires that the seller provide the purchaser with certain undertakings in respect of the business as well as the member’s interest and the claims on loan account.
This agreement is subject to suspensive conditions.Please pay attention to our extensive drafting notes in the agreement regarding suspensive conditions.
PLEASE NOTE this agreement must be used in conjunction either with the unilaterally-applicable confidentiality undertaking that the seller may require of the purchaser, or the bi-laterally applicable confidentiality agreementthat both parties may require of each other; both of the latter legal documents are available on this site and their conclusion is a suspensive condition of the sale agreement. Please ensure that the necessary confidentiality document is purchased and executed PRIORto the conclusion of the sale agreement. Please also ensure that the necessary individual confidentiality undertaking is purchased.