The Share Purchase Agreement outlines the terms and conditions under which the Sellers agree to sell, and the Buyer agrees to purchase, the entire issued share capital of a private company incorporated in Australia. The document includes definitions of key terms, the obligations of each party, payment schedules, conditional completion requirements, and warranties. It also sets forth pre-completion undertakings, completion protocols, and confidentiality obligations. This agreement can be used to ensure a structured and legally binding transaction when transferring complete ownership of a company, protecting both parties’ interests throughout the process.