share purchase agreement - The Law Society of Saskatchewan
share purchase agreement - The Law Society of Saskatchewan
share purchase agreement - The Law Society of Saskatchewan
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8(c)[A][<strong>The</strong> parties] will cause audited consolidated financialstatements <strong>of</strong> the Corporation as <strong>of</strong> and for the [number]month period ending [date] to be prepared as soon aspossible and, in any event, no later than [date] daysprior to the Closing Date. Such financial statementswill include a balance sheet, an income statement, astatement <strong>of</strong> changes in financial position and notes andwill be audited[by the Corporation's accounting firm]OR[B] [by [name], which is an independent accounting firmjointly selected by the Vendor and the Purchaser]OR[C][jointly by an accounting firm designated by the Vendorand an accounting firm designated by the Purchaser].Such financial statements will be prepared in accordancewith generally accepted accounting principles applied ona basis consistent with the Audited FinancialStatements, except that [exceptions]. <strong>The</strong> fees andexpenses <strong>of</strong> such accounting firm( s) in auditing suchfinancial statements will be paid by [name <strong>of</strong> party orparties responsible for audit expenses].2.3 PAYMENT OF PURCHASE PRICE:<strong>The</strong> Purchase Price will be paid as follows:(1) Concurrently with the execution <strong>of</strong> this Agreement, thePurchaser will pay to [name <strong>of</strong> deposit holder, <strong>of</strong>ten Vendor'scounsel] in trust, by certified cheque or bank draft, the sum<strong>of</strong> $[amount] (the "Deposit") as a deposit. <strong>The</strong> Deposit willbe deposited by [name <strong>of</strong> deposit holder] in aninterest-bearing account <strong>of</strong> a Canadian chartered bank or trustcompany in [city] in the name <strong>of</strong> [name <strong>of</strong> deposit holder] andwill be dealt with in accordance with the followingprovisions:(a) If the <strong>purchase</strong> and sale <strong>of</strong> the Purchased Shares iscompleted at the Closing Time, the Deposit plus allinterest earned thereon will be released from trust andapplied toward satisfaction <strong>of</strong> the Purchase Price.(b)If the <strong>purchase</strong> and sale <strong>of</strong> the Purchased Shares is notcompleted for any reason other than the failure <strong>of</strong> thePurchaser to satisfy any <strong>of</strong> the conditions set out in