Tender of Shares for Acquisition

{{company_name}}

{{company_address}}

Phone: {{phone}} | Email: {{email}} | Web: {{website}}

Tender of Shares for Acquisition

Tender of Shares for Acquisition

1. Parties

This Tender of Shares ("Offer") is made on {{date_of_offer}} by {{shareholder_name}} of {{shareholder_address}} (the "Offeror") to {{acquiring_entity_name}} of {{acquiring_entity_address}} (the "Acquirer").

2. Subject Shares

The Offeror hereby tenders for sale {{number_of_shares}} ordinary shares (the "Subject Shares") in {{company_name}}, a company duly incorporated and registered under the laws of {{country_of_incorporation}}, with registration number {{company_registration_number}} and having its registered office at {{company_registered_address}}. The Subject Shares represent {{percentage_of_shares}}% of the total issued share capital of {{company_name}}.

3. Offer Price

The Offeror offers to sell the Subject Shares to the Acquirer for a total purchase price of {{currency}} {{total_purchase_price}} (the "Offer Price"). The Offer Price shall be payable in accordance with the terms set out in Section 5 below.

4. Representations and Warranties of the Offeror

The Offeror represents and warrants to the Acquirer that: (a) The Offeror is the sole legal and beneficial owner of the Subject Shares, free from all liens, charges, encumbrances, and adverse claims. (b) The Offeror has the full power and authority to enter into this Offer and sell the Subject Shares. (c) There are no pre-emptive rights or any other restrictions on the transfer of the Subject Shares, save as may be provided in the company's constitutional documents, which have been duly complied with or waived.

5. Payment Terms

The Offer Price shall be paid by the Acquirer to the Offeror as follows: (a) An initial deposit of {{currency}} {{deposit_amount}} shall be paid within {{deposit_days}} business days of the acceptance of this Offer. (b) The remaining balance of {{currency}} {{remaining_balance}} shall be paid upon the successful transfer and registration of the Subject Shares into the name of the Acquirer.

6. Closing Date and Deliverables

The closing of the sale and purchase of the Subject Shares ("Closing") shall take place on or before {{closing_date}} at a location to be mutually agreed upon. At Closing, the Offeror shall deliver to the Acquirer: (a) Duly executed share transfer forms in respect of the Subject Shares. (b) Original share certificates relating to the Subject Shares or a suitable indemnity if lost. (c) All necessary resolutions of the board of directors of {{company_name}} approving the transfer.

7. Confidentiality

The parties agree to keep the terms of this Offer and any information exchanged in connection herewith strictly confidential, and not to disclose such information to any third party without the prior written consent of the other party. This obligation of confidentiality shall survive the termination of this Offer.

8. Governing Law and Jurisdiction

This Offer shall be governed by and construed in accordance with the laws of {{governing_law_country}}. The parties irrevocably submit to the exclusive jurisdiction of the courts of {{governing_law_country}} for the resolution of any disputes arising under or in connection with this Offer.

9. Acceptance of Offer

This Offer is open for acceptance until {{offer_expiry_date}}. To accept this Offer, the Acquirer must deliver a signed copy of this Offer to the Offeror at the address specified in Section 1.

Signature Block

IN WITNESS WHEREOF, the parties have executed this Tender of Shares on the date first above written.

_____________________________ {{shareholder_name}} Offeror

_____________________________ {{acquiring_entity_name}} Acquirer Represented by: {{acquirer_representative_name}} Title: {{acquirer_representative_title}}