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Asset Purchase Agreement - More Complex

Asset Purchase Buy For Company In Pennsylvania

Category:

Small Business - Business Sale

State:

Multi-State

Control #:

US-00419

Format:

Instant download

Description

This form is an Asset Purchase Agreement. The seller agrees to sell to the buyer certain assets which are listed in the agreement. The form also provides that the buyer will not be responsible for any unfilled orders from the customers of the seller.

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In an asset purchase, only the assets of the business are purchased, not the liabilities. The most important document in an asset deal is the Asset Purchase Agreement (the "APA").In this article, I will discuss the key provisions of an APA. A taxable asset purchase allows the buyer to "step up," or increase, the tax basis of the acquired assets to reflect the purchase price. If you are thinking about purchasing a business from someone, you should be aware of Pennsylvania's Bulk Sale Law. Before finalizing the purchase, it is advisable to form a new legal entity to acquire the business (Asset Purchase). Asset purchase agreements are a useful way to: Carve out certain assets of a business without taking on liabilities or debt obligations. Who is the "Seller"? • Does it include the shareholders for purposes of representations and warranties and indemnification? Below is a general due diligence checklist with the first 8 of 16 items to cover your bases in a business or asset purchase transaction.

Asset Purchase Buy For Company In Pennsylvania

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