Asset Purchase Agreement between Orth-McNeil Pharmaceutical, Inc. and Cygnus, Inc. regarding the sale and purchase of assets of company dated November 17, 1999. 39 pages.
South Carolina Sample Asset Purchase Agreement is a legally binding document that outlines the terms and conditions for the sale and purchase of assets between Orthogonal Pharmaceutical, Inc. and Cygnus, Inc. This agreement pertains to the assets of the company — Sample. Key terms and provisions included in the South Carolina Sample Asset Purchase Agreement may include: 1. Parties: The agreement will identify the parties involved in the transaction, namely Orthogonal Pharmaceutical, Inc. (referred to as the "Seller") and Cygnus, Inc. (referred to as the "Buyer"). 2. Asset Description: The agreement will specify the assets being sold by Orthogonal Pharmaceutical, Inc., which may include intellectual property rights, tangible assets, real estate, equipment, inventory, customer contracts, goodwill, and any other assets agreed upon. 3. Purchase Price: The agreement will outline the purchase price or consideration to be paid by the Buyer to the Seller for the assets. This may be a lump sum or structured payments. 4. Closing Date: The agreement will specify the date on which the transaction will be completed, transferring the ownership of assets from the Seller to the Buyer. 5. Representations and Warranties: Both parties will provide assurances about the accuracy and completeness of the information provided and legal compliance necessary for the deal. This may include representations regarding the condition of the assets, financial statements, licenses, patents, or any legal claims. 6. Indemnification: The agreement may include provisions outlining the indemnification obligations of either party in case of any breach of representations, warranties, or covenants. 7. Confidentiality: The agreement may contain confidentiality clauses to protect sensitive information exchanged during the transaction. 8. Non-compete and Non-solicitation: There may be provisions to restrict the Seller from competing with the Buyer in a similar business or soliciting clients, customers, or employees of the Buyer. 9. Governing Law: The agreement will specify that it is governed by the laws of the state of South Carolina, ensuring any legal disputes are resolved using the state's legal framework. 10. Termination: The circumstances under which either party can terminate the agreement prior to the closing date will be outlined, along with any associated consequences. Different types of South Carolina Sample Asset Purchase Agreements between Orthogonal Pharmaceutical, Inc. and Cygnus, Inc. regarding the sale and purchase of assets of the company — Sample may include variations based on specific industries, assets involved, or customization based on the needs of the parties involved.
South Carolina Sample Asset Purchase Agreement is a legally binding document that outlines the terms and conditions for the sale and purchase of assets between Orthogonal Pharmaceutical, Inc. and Cygnus, Inc. This agreement pertains to the assets of the company — Sample. Key terms and provisions included in the South Carolina Sample Asset Purchase Agreement may include: 1. Parties: The agreement will identify the parties involved in the transaction, namely Orthogonal Pharmaceutical, Inc. (referred to as the "Seller") and Cygnus, Inc. (referred to as the "Buyer"). 2. Asset Description: The agreement will specify the assets being sold by Orthogonal Pharmaceutical, Inc., which may include intellectual property rights, tangible assets, real estate, equipment, inventory, customer contracts, goodwill, and any other assets agreed upon. 3. Purchase Price: The agreement will outline the purchase price or consideration to be paid by the Buyer to the Seller for the assets. This may be a lump sum or structured payments. 4. Closing Date: The agreement will specify the date on which the transaction will be completed, transferring the ownership of assets from the Seller to the Buyer. 5. Representations and Warranties: Both parties will provide assurances about the accuracy and completeness of the information provided and legal compliance necessary for the deal. This may include representations regarding the condition of the assets, financial statements, licenses, patents, or any legal claims. 6. Indemnification: The agreement may include provisions outlining the indemnification obligations of either party in case of any breach of representations, warranties, or covenants. 7. Confidentiality: The agreement may contain confidentiality clauses to protect sensitive information exchanged during the transaction. 8. Non-compete and Non-solicitation: There may be provisions to restrict the Seller from competing with the Buyer in a similar business or soliciting clients, customers, or employees of the Buyer. 9. Governing Law: The agreement will specify that it is governed by the laws of the state of South Carolina, ensuring any legal disputes are resolved using the state's legal framework. 10. Termination: The circumstances under which either party can terminate the agreement prior to the closing date will be outlined, along with any associated consequences. Different types of South Carolina Sample Asset Purchase Agreements between Orthogonal Pharmaceutical, Inc. and Cygnus, Inc. regarding the sale and purchase of assets of the company — Sample may include variations based on specific industries, assets involved, or customization based on the needs of the parties involved.