California Amended Asset Purchase Agreement between Xerox Corp. and Tektronix, Inc. with Respect to Its Color Printing / Imaging Products Division - Sample

• Category: Corporations - Public - Asset Purchase - Samples
• State: Multi-State
• Control #: US-EG-9177
• Format: Word; Rich Text

Description

Amended Asset Purch. Agr. btwn Xerox Corp. and Tektronix, Inc. with respect to assets of its color printing/imaging products division dated September 22, 1999. 116 pages California Amended Asset Purchase Agreement between Xerox Corp. and Tectonic, Inc. with Respect to Its Color Printing / Imaging Products Division — Sample The California Amended Asset Purchase Agreement between Xerox Corp. and Tectonic, Inc. regarding its Color Printing / Imaging Products Division is a legal document that outlines the terms and conditions of the acquisition. This agreement aims to provide a detailed description of the transaction, obligations, and rights of both Xerox Corp. and Tectonic, Inc. It covers all aspects of the purchase, including the transfer of assets, liabilities, contracts, and intellectual property related to the Color Printing / Imaging Products Division. Key provisions covered in this Amended Asset Purchase Agreement include: 1. Purchase Price: The agreement states the agreed-upon purchase price for the acquisition of the Color Printing / Imaging Products Division. 2. Assets Transferred: It outlines the specific assets being transferred, including equipment, inventory, customer lists, patents, trademarks, copyrights, and any other tangible or intangible assets related to the division. 3. Liabilities Assumed: The agreement specifies which liabilities will be assumed by Xerox Corp. and which liabilities will remain with Tectonic, Inc. It includes obligations related to contracts, warranties, litigation, and employee-related obligations. 4. Employees: The agreement addresses the transfer of employees associated with the Color Printing / Imaging Products Division. It covers matters such as employee benefits, seniority, termination, and any necessary arrangements for seamless transition. 5. Closing Conditions: The agreement outlines the conditions that must be fulfilled for the transaction to be completed. This may include regulatory approvals, third-party consents, or other requirements necessary for the transfer of assets. 6. Representations and Warranties: The parties make certain representations and warranties regarding their legal capacity, ownership of assets, absence of undisclosed liabilities, and compliance with laws and regulations. 7. Confidentiality and Non-Compete: Both parties agree to maintain the confidentiality of certain information disclosed during the acquisition process. Non-compete clauses may also be included to prevent either party from entering into similar business ventures that could compete with the Color Printing / Imaging Products Division's interests. Alternate types of California Amended Asset Purchase Agreements between Xerox Corp. and Tectonic, Inc. with Respect to Its Color Printing / Imaging Products Division may include: 1. Amended Asset Purchase Agreement — Intellectual Property Only: This type of agreement focuses specifically on the transfer and acquisition of intellectual property rights related to the Color Printing / Imaging Products Division. 2. Amended Asset Purchase Agreement — Equipment and Inventory Only: This type of agreement exclusively deals with the transfer of tangible assets like equipment and inventory, excluding intellectual property or other intangible assets. 3. Amended Asset Purchase Agreement — Partial Division Acquisition: If Xerox Corp. decides to acquire only a portion of the Color Printing / Imaging Products Division, a specific agreement may be drafted to address the partial acquisition, including the transfer of assets and liabilities related to the designated portion. It is important to note that these alternate types of agreements may have varying content, provisions, and considerations unique to their respective scope.

California Amended Asset Purchase Agreement between Xerox Corp. and Tectonic, Inc. with Respect to Its Color Printing / Imaging Products Division — Sample The California Amended Asset Purchase Agreement between Xerox Corp. and Tectonic, Inc. regarding its Color Printing / Imaging Products Division is a legal document that outlines the terms and conditions of the acquisition. This agreement aims to provide a detailed description of the transaction, obligations, and rights of both Xerox Corp. and Tectonic, Inc. It covers all aspects of the purchase, including the transfer of assets, liabilities, contracts, and intellectual property related to the Color Printing / Imaging Products Division. Key provisions covered in this Amended Asset Purchase Agreement include: 1. Purchase Price: The agreement states the agreed-upon purchase price for the acquisition of the Color Printing / Imaging Products Division. 2. Assets Transferred: It outlines the specific assets being transferred, including equipment, inventory, customer lists, patents, trademarks, copyrights, and any other tangible or intangible assets related to the division. 3. Liabilities Assumed: The agreement specifies which liabilities will be assumed by Xerox Corp. and which liabilities will remain with Tectonic, Inc. It includes obligations related to contracts, warranties, litigation, and employee-related obligations. 4. Employees: The agreement addresses the transfer of employees associated with the Color Printing / Imaging Products Division. It covers matters such as employee benefits, seniority, termination, and any necessary arrangements for seamless transition. 5. Closing Conditions: The agreement outlines the conditions that must be fulfilled for the transaction to be completed. This may include regulatory approvals, third-party consents, or other requirements necessary for the transfer of assets. 6. Representations and Warranties: The parties make certain representations and warranties regarding their legal capacity, ownership of assets, absence of undisclosed liabilities, and compliance with laws and regulations. 7. Confidentiality and Non-Compete: Both parties agree to maintain the confidentiality of certain information disclosed during the acquisition process. Non-compete clauses may also be included to prevent either party from entering into similar business ventures that could compete with the Color Printing / Imaging Products Division's interests. Alternate types of California Amended Asset Purchase Agreements between Xerox Corp. and Tectonic, Inc. with Respect to Its Color Printing / Imaging Products Division may include: 1. Amended Asset Purchase Agreement — Intellectual Property Only: This type of agreement focuses specifically on the transfer and acquisition of intellectual property rights related to the Color Printing / Imaging Products Division. 2. Amended Asset Purchase Agreement — Equipment and Inventory Only: This type of agreement exclusively deals with the transfer of tangible assets like equipment and inventory, excluding intellectual property or other intangible assets. 3. Amended Asset Purchase Agreement — Partial Division Acquisition: If Xerox Corp. decides to acquire only a portion of the Color Printing / Imaging Products Division, a specific agreement may be drafted to address the partial acquisition, including the transfer of assets and liabilities related to the designated portion. It is important to note that these alternate types of agreements may have varying content, provisions, and considerations unique to their respective scope.