This form involves the sale of a small business where the real estate on which the Business is located is leased from a third party. This form assumes that the Seller has received the right to assign the lease from the lessor/owner.
The Texas Agreement for Sale of Business by Sole Proprietorship with Leased Premises is a legal document that outlines the terms and conditions for selling a business operated as a sole proprietorship, where the business premises are leased. This agreement is specific to the state of Texas and is crucial for ensuring a smooth and legally binding transaction. Key elements of the Agreement for Sale of Business by Sole Proprietorship with Leased Premises include: 1. Identifying Information: The agreement begins by stating the full legal names and addresses of both the seller (sole proprietor) and the buyer. It also includes details about the business being sold, such as its name, location, and description. 2. Purchase Price and Terms: This section specifies the agreed-upon purchase price for the business, usually determined through negotiations between the seller and the buyer. It outlines the payment terms, including the deposit amount, installment payments (if applicable), and the deadline for the full payment. 3. Assets and Liabilities: The agreement elaborates on the assets and liabilities included in the sale. This may encompass inventory, equipment, intellectual property, customer lists, leases, contracts, debts, and any outstanding obligations or loans. 4. Covenant Not to Compete: A crucial element of the agreement, this clause restricts the seller from engaging in similar business activities within a specific geographic area and timeframe after the sale. It ensures the buyer's protection and the value of the business. 5. Due Diligence: Both parties agree to conduct thorough due diligence before finalizing the sale. This may involve examining financial records, contracts, permits, tax returns, licenses, and any other relevant documentation. 6. Lease Agreement: As the business premises are under lease, the agreement includes details about the lease terms, including the transferability of the lease to the buyer. It clarifies whether the buyer will assume the existing lease or negotiate a new lease with the landlord. 7. Representations and Warranties: The seller warrants that they are the rightful owner of the business, possess the authority to sell it, and that all provided information is accurate and complete to the best of their knowledge. Different types of Texas Agreements for Sale of Business by Sole Proprietorship with Leased Premises may vary based on specific business sectors, such as retail, food service, or professional services, as well as unique circumstances like partial ownership transfer, financing arrangements, or specific indemnification provisions. However, the general structure and essential elements of the agreement mentioned above fundamentally remain the same.
