Buy-Sell Agreement Between Stockholders

AGREEMENT made [date] by and between [name] and [name] (Stockholders) and [name], a corporation organized pursuant to the laws of [state], having principal place of business at [address] (Corporation).

PREAMBLE

WHEREAS, Stockholders each own one half of Corporation's outstanding capital stock; and

WHEREAS, Stockholders wish to restrict the transfer of Corporation's stock by providing that Stockholder who wants to sell Stockholder's own stock first offer it for sale to other Stockholder; and

WHEREAS, Stockholders intend to accomplish this by the provisions of this Agreement;

IT IS AGREED AS FOLLOWS:

1. Buy-Sell. Stockholders will buy and sell their stock in accordance with the provisions of this Agreement.

2. Consent of Stockholders. If either Stockholder wishes to sell all or any part of Stockholder's own stock to a third party and has not received other Stockholder's prior consent to the sale, Stockholder may sell the stock only after offering it to other Stockholder on the terms and conditions set out in this Agreement...

(Excerpt)

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