Aba Form of Asset Purchase Agreement

Although Seller wishes to sell, assign, transfer and transfer to Buyer and Buyer wishes to buy, acquire and accept from Seller, [Describe Asset] (the “Asset”) in accordance with the terms of this Agreement. Therefore, taking into account the mutual representations, warranties, agreements and understandings contained herein, the parties agree that this form has been prepared for general information purposes only. They do not constitute legal advice, advertising, solicitation or tax advice. The submission of this form and the information it contains is not intended to establish a customer relationship and its receipt does not constitute justification. You should not rely on this document or such information for any purpose without seeking the legal advice of a duly licensed attorney, including, but not limited to, reviewing and advising on the terms of this form, the appropriate approvals required in connection with the transactions provided for in this form, and any securities laws and other legal matters; which are considered in this form or in the operations provided for in this form. The buyer has the right to inspect the asset for a period of up to [number of days] days [Optional: e.B. after installation in the buyer`s store]. Buyer shall notify Seller in writing of any claim relating to the condition of the Asset or non-compliance with this Agreement and provide the basis for the claim in detail by email, fax or an approved overnight delivery service such as FedEx. In the event of such a claim, Seller reserves the right to inspect the Asset in Buyer`s store to confirm the claim.

In the event that the Asset does not comply with this Agreement, Buyer may request the Seller to replace the Asset at Seller`s expense. The purchase price for the sale, assignment, transfer and transfer of the asset is [$Amount] (the “Purchase Price”). Buyer shall pay the Purchase Price in full no later than [number of days] business days after Seller`s Delivery of the Asset as provided herein, subject to Buyer`s right of inspection in accordance with Section 2.4 of this Agreement. [Optional Penalty Provision: In the event that the purchase price is not paid on time, the seller may, in addition to other remedies, charge a late payment fee of 10% of the overdue amount each month in which the full purchase price was not paid.] Buyer is a [Describe Type of Entity: z.B. Limited Liability Company] properly organized, validly existing and in good standing under the laws of the State [State] and has all necessary powers and powers to own, lease and operate all of its real estate and assets and to continue its activities as currently conducted in order to enter into this Agreement and fulfill its obligations under it. This is a standard asset purchase agreement that can be used to facilitate the sale of an asset between a buyer and a seller. You can download this purchase agreement for free, but you should consult a lawyer. The terms set forth in this Agreement constitute the entire agreement between the parties and supersede any prior notices or agreements relating to the subject matter of this Agreement. There are no written or oral agreements, direct or indirect, in connection with this Agreement that are not set forth herein. This agreement can only be signed in writing and by both parties. In connection with the performance, delivery or performance of this Agreement, no consent or notice from any federal, state or local authority or any third party or legal entity is required to be obtained or given by Buyer. Upon closing and subject to the terms and conditions set forth in this Agreement, Seller sells, transfers, transfers and transfers to Buyer, and Buyer purchases, acquires and accepts from Seller all right, title and interest in and to the Asset.

Published by the Mergers and Acquisitions Committee of the Business Law Section, the Model Asset Purchase Agreement with Comments is the most comprehensive resource available for negotiating and documenting an asset purchase. The asset purchase agreement and investments, ancillary documents and annexes explain in detail the substantive law behind each track and provide examples of documentation. The text of the agreement itself and other documents are included on a CD-ROM for easy adaptation. `); doc.close(); } } this.iframeload = function () { var iframe = document.getElementById(iframeId); iframe.style.display = “; setTimeout(function () { setIframeHeight(initialResizeCallback); }, 20); } function getDocHeight(doc) { var contentDiv = doc.getElementById(“iframeContent”); var docHeight = 0; if(contentDiv){ docHeight = Math.max( contentDiv.scrollHeight, contentDiv.offsetHeight, contentDiv.clientHeight ); } return docHeight; } function setIframeHeight(resizeCallback) { var iframeDoc, iframe = document.getElementById(iframeId); iframeDoc = ((iframe.contentWindow && iframe.contentWindow.document) || iframe.contentDocument); if (iframeDoc) { var h = getDocHeight(iframeDoc); if (h && h != 0) { iframe.style.height = parseInt(h) + `px`; if(typeof resizeCallback == “function”) { resizeCallback(iframeId); } } else if (nTries The asset is in condition [Describe State], suitable for ordinary use, and the seller has a good and valid title to the asset, free and free of any privilege. Enter your mobile phone number or email address below and we`ll send you a link to download the free Kindle app. Then you can read Kindle books on your smartphone, tablet or computer – no Kindle device required. This panel will discuss the rules of the newly finalized Circular 230 and their impact on the next generation of tax notices. The group will also evaluate other important developments that. If any provision of this Agreement is held to be invalid or unenforceable, this Agreement, including all other terms, will remain in full force and effect as if that invalid or unenforceable provision had never been included. . This Agreement may be terminated at any time prior to closing by (a) the mutual written consent of Seller and Buyer and the transactions contemplated herein may be discontinued; (b) In the event of Buyer`s breach of any of its representations or warranties contained herein and Buyer`s failure to remedy such breach within [number of days] of receipt of written notice from Seller seeking redress for such breach; or (c) Buyer in the event of Seller`s breach of any of its representations or warranties contained herein and Seller`s failure to remedy such breach within 10 business days of receipt of written notice from Buyer seeking redress for such breach. .