A share transfer agreement is a contract by which a shareholder – the “transferor” – sells the shares held in a company to another shareholder or to a third party – the “transferee”. To avoid undesirable consequences, often for the transferee, this contract will usefully provide for declarations and guarantees by each party, conditions precedent, specific guarantees or acts at the conclusion of the transfer or immediately thereafter. For its part, the transferor will often limit its liability in time and amount.
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