Copy ESigning Asset Purchase Agreement For Free

Asset purchases include acquiring seller assets under the terms and conditions outlined in the asset purchase agreement (APA). There is a negotiation period, followed by terms drafting, and then the final signing like many contracts.

An asset purchase agreement (often called an ?APA?) is typically used when buying or selling a business. Three of the most important provisions in an asset purchase agreement are: a material adverse change clause, a non-compete agreement, and indemnity and liability provisions.

What is included in your contract will differ based on your circumstances, but a starting agreement should include: Party information. ... Definitions. ... Purchased assets. ... Purchase price. ... Additional covenants. ... Warranties or disclaimers. ... Indemnification. ... Breach of contract provisions.

In an asset purchase, the buyer agrees to purchase specific assets and liabilities. This means that they only take on the risks of those specific assets. This could include equipment, fixtures, furniture, licenses, trade secrets, trade names, accounts payable and receivable, and more.

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.

At its most basic, a purchase agreement should include the following: Name and contact information for buyer and seller. The address of the property being sold. The price to be paid for the property. The date of transfer. Disclosures. Contingencies. Signatures.

An asset purchase agreement should specify the detailed action to be taken and detailed documents to be submitted after the closing of the agreement. For example, change of bank and regulatory signatories, a charge of customer and financial records, original documents and regulatory approval.