What is a stock purchase agreement?

There are two ways to buy a company. 1. Asset purchase (you purchase the assets of the company directly) 2. Equity (stock) purchase. You purchase the equity of the company. Eauity purchases are far less expensive (legal fees). But in either case, you must hold back 10-20% of the purchase price in trust for a year to make sure the accounting records are in fact accurate, the receivables actually exist, and there are no undisclosed liabilities (tax, employee lawsuits, etc.)

It's impossible to answer your questions without actually seeing the documents and discussing them more in depth. I recommend that you post a job here, and hire someone to help you.

Good question! Though, more information would be needed. This seems like something you would want to submit a formal request for bids on. This is square within my practice area, so I'd love to consider assisting you. ~Thaddeus Wojcik, Wojcik Law Firm, PC

Generally, the common restriction is a right of first refusal, meaning if you later sell the stock, you have to allow the prior owner an opportunity to buy the stock back. In contrast, you would usually impose a non-compete on the seller.

You can submit a request for a review through ContractsCounsel and WA State attorneys will bid on your job. You can also find WA State attorneys through wsba.org. I'm not able to review this kind of agreement myself, but my words of advice are to not put all your investment eggs in one basket - diversify your investments into real estate, stable and secure stock, etc. Too many people put all their money into the company they work for, and lose everything when their company goes bankrupt.