-- For sellers, purchasers and their advisors --
Straightforward Dutch law governed shares sale and purchase agreement (SPA) in Dutch between a single seller and a single purchaser. The SPA contains balanced language to facilitate a transaction on an 'as is, where is' basis, such as the sale of a distressed asset.
The SPA assumes that all shares in the capital of a Dutch private company with limited liability (besloten vennootschap) are transferred, which can be easily amended in the document. This company can serve as the single target entity or the holding company of a larger group of entities. The agreement comes with a set of fundamental representations and warranties, excluding representations and warranties regarding the business and its activities.
Terms of this document configurable to your needs include:
- Details of the parties and the target company or group
- Purchase price
- Timing of completion
- Resignation and appointment of directors at completion
- Limitation of liability
- Dispute settlement
- Details of civil-law notary
Our partner VESPER Attorneys provides validation of this document at a discounted price. Apply after completing the questionnaire for this document. VESPER can also further support you in the deal.
HMK civil-law notaries provides seamless assistance for the transfer of shares on the basis of the documentation generated by Specter.
Look at our seller friendly SPA or purchaser friendly SPA in case you require extensive protection for the seller or the purchaser.
While completing the questionnaire remember that:
- answering questions as complete as possible saves you time and money in finalising the document after generating;
- not knowing the answer to a question is not a problem. We include placeholders in the generated document so that after its generation you can easily pick up on the outstandings; and
- clicking the (?) icon next to a question gives you guidance on format, how to interpret that question and how to answer.