Document background
The Preliminary Share Purchase Agreement is a crucial document used in the initial stages of company acquisitions under Irish law. It serves as a binding framework that outlines the fundamental terms and conditions of a proposed share purchase transaction while allowing for necessary due diligence and detailed negotiation of the final agreement. This document is typically employed when parties have reached agreement on basic commercial terms but require a formal structure to proceed with detailed investigations and negotiations. The agreement includes essential provisions such as exclusivity periods, confidentiality obligations, conditions precedent, and the basic mechanism for determining the purchase price, all while ensuring compliance with Irish corporate law requirements. It provides protection for both parties during the interim period while maintaining sufficient flexibility for the negotiation of the definitive share purchase agreement.
