This buy-sell agreement template determines and restricts how shares in a Georgia corporation may be transferred to third parties whether voluntarily, such as through a lifetime transfer, or involuntarily, such as through death or bankruptcy. This template includes practical guidance, drafting notes, alternate clauses, and optional clauses. All the provisions in this template are optional. Buy-sell agreements are tailored specifically to each situation. However, typical buy-sell provisions governing major incidents are included in this template, such as death, disability, divorce, and irreconcilable disagreement. The optional clauses provide language for two approaches: the first approach gives the corporation the option to buy the shares to be transferred, and if the corporation declines, the option goes to the other shareholders; and the second approach imposes an obligation on the corporation to buy the shares that are proposed to be transferred. This agreement may be used as a stand-alone document or appended to a shareholders' agreement. For guidance on share transfer rights and restrictions, see Corporation Stock and Stockholders (GA Corporation).