Asset Purchase Agreement by Sole Proprietor

State:
Multi-State
Control #:
US-2386SB
Format:
Word; 
Rich Text
Instant download

Description

General Form of Agreement for Sale of Business by Sole Proprietor - Asset Purchase Agreement

An Asset Purchase Agreement by Sole Proprietor is a legal contract between the owner of a business and another party, in which the owner of the business sells all or some of their assets to the other party. This type of agreement can be used to transfer ownership of assets such as business equipment, accounts receivable, intellectual property, real estate, inventory, and other types of assets. It sets forth the terms and conditions of the purchase, including the purchase price, payment schedule, warranties, and any other contingencies included in the agreement. Types of Asset Purchase Agreement by Sole Proprietor include: 1. General Asset Purchase Agreement: This type of agreement covers the sale of any type of asset in a general sense. 2. Specific Asset Purchase Agreement: This type of agreement covers the sale of a specific asset or a group of assets. 3. Lease Purchase Agreement: This type of agreement covers the sale of assets with a lease in place. 4. Real Estate Purchase Agreement: This type of agreement covers the sale of real estate. 5. Stock Purchase Agreement: This type of agreement covers the sale of stocks or other securities.

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FAQ

Who prepares the asset purchase agreement? The buyer's solicitor prepares an asset purchase agreement. The seller's solicitor revises the agreement and advises their client on the terms and conditions. Both sides may then negotiate on the terms until a final agreement is reached.

As there is no separate entity under the law for a sole proprietorship business, contracts are normally signed by owner under his or her personal name. Even if the business uses a fictitious name, the owner will usually have his or her name written down in the checks issued by the clients.

10 Things to Include in an Asset Purchase Agreement Buyer and Seller Information. Assets Being Purchased. Purchase Price and Payment Terms. Covenants. Warranties and Disclaimers. Indemnification. Breach of Contract Provisions. Termination and Modification Clauses.

The asset purchase agreement is typically prepared by the buyer's lawyer. However, it is important to have the agreement reviewed by a business lawyer to ensure that all assets are properly transferred and that the purchase price is fair.

The buyer's lawyers will generally prepare the first draft of the share purchase agreement (SPA). However, in addition to precedents which assume that the drafter is acting for the buyer, we also provide precedents for drafters acting for the seller (either preparing a first draft or marking up the buyer's draft).

Who Drafts an Asset Purchase Agreement? Corporate lawyers are the legal professionals who are best-suited to draft an asset purchase agreement.

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Asset Purchase Agreement by Sole Proprietor