Agreement of Purchase and Sale of Business Assets

An asset purchase agreement must achieve several objectives. First, the agreement describes the assets to be acquired. As mentioned earlier, specificity and exclusions are important if a company does not want to sell all its assets. Secondly, the document must set out the conditions for the movement of goods and set out the rights and obligations of both parties. While it may seem obvious that the purchased thing needs to be identified, the key here is to be as specific and descriptive as possible. For land, this means giving the exact description of the land as it is recorded in the land registers. This may include the area, buildings, and space available for parking or the building. This type of written agreement is usually broad enough to protect each party from potential liabilities. To give an example, here is a link to a PDF file for the purchase of assets. In this example, there is an agreement between a hospital and a healthcare company based in Garden City, Michigan. A good purchase agreement clearly identifies buyers and sellers. Then, the persons or ministries concerned are indicated.

Goodwill is the reputation of the brand that is built in relation to certain goods or services and attracts customers. When a company has built goodwill, customers are expected to come back to buy something from the company. The buyer will therefore demand the certainty that he is protected from the seller, which affects his goodwill. The buyer will generally require the inclusion of restrictive agreements in the contract, such as . B a non-competition clause. Here are examples of assets found in an APA: These are the typical inclusions on a deed of sale of business. Depending on the terms of your sale, as well as national and local laws, it may be necessary to provide additional information to complete the sale. The property for sale should be defined before discussing the details of this sale. The second point is entitled “II. Tangible capital assets” and displays two checkbox items. One of them must be selected as a description of the asset to be sold.

If the buyer purchases intangible assets (i.e., a list of copyrights or marketing) but does not purchase physical goods such as machinery, check or check the first box (titled “No tangible assets”). If the asset you want to sell is physical property, select the Tangible capital assets check box. The “II. The “Tangible Capital Assets” section contains several empty lines under the headings “Description of tangible capital assets” and “Prices ($)”. This area only needs a report if the item “Tangible capital assets” is selected. If this is the case, the physical property acquired under this Agreement must be named under the heading “Description of tangible assets” and its value must be indicated under “Price ($)”. If the company has an asset sale, there must be a plan of attack. It is important to document everything during an asset sale. The asset purchase agreement, brokerage or intermediation contract and letter of intent are often prepared and signed in the pre-closing phase. All the contracts that make up the supporting documents for the asset purchase agreement are often created with the asset purchase agreement. Often, a seller requires a down payment to reserve the purchased assets.

This is especially true for expensive sales. In section “V. Deposit”, one of the checkboxes displayed must be checked to set the status of the seller`s filing request. If no deposit is required for the next step, check the box for the declaration “A deposit from the buyer is not required”. If a deposit is required for this purchase to proceed to the next step, check the box “A deposit is required…” and enter the dollar amount required for the deposit in the blank line provided. This also requires further definition. A deposit is considered “non-refundable” or “refundable”. If a deposit is required but the buyer is not entitled to a return in case of cancellation of the sale, check the box “Non-refundable”. .