Prepare a Unanimous Shareholder Agreement between a corporation, its shareholders and any nominees of those shareholders with this comprehensive template for the Province of Ontario, pursuant to the provincial Business Corporations Act. Provisions of the Agreement include:

• Shareholder loans must be secured by a security agreement over the corporation's assets, are non-interest-bearing and become immediately due and payable upon the bankruptcy or receivership of the corporation.
  
• Section dealing with employment and termination of shareholders as employees.
  
• Non-competition and non-solicitation provisions.
  
• Each shareholder indemnifies the others, their nominees and the directors of the corporation against liability.
  
• All share certificates will be held in escrow by the corporation's lawyers.
  
• Remaining shareholders have a right of first refusal to purchase the shares of a departing shareholder.
  
• In the event of receipt of an offer to take over the company, the minority shareholders have the option to buy out a majority shareholder or, alternatively, to consent to the take-over.
  
• If a shareholder wishes to withdraw, the remaining shareholders must agree on a buy-out procedure, failing which they may vote to wind up the company, sell the shares to a third party, or offer all shares of the company for sale.

This is a Canadian legal document in MS Word format, and is fully editable to fit your specific circumstances.