San Antonio Texas 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
• City: San Antonio
• 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 A San Antonio Texas Amended Asset Purchase Agreement is a legal document that outlines the revised terms and conditions of a purchase agreement between Xerox Corp. and Tectonic, Inc. specifically pertaining to the Color Printing / Imaging Products Division. The agreement is aimed at modifying the original terms to address any changes or developments that have occurred since the initial agreement. The purpose of this Amended Asset Purchase Agreement is to ensure that all parties involved, including Xerox Corp. and Tectonic, Inc., are in agreement with the new terms and conditions related to the acquisition of the Color Printing / Imaging Products Division. By amending the original agreement, both parties can effectively address any issues, concerns, or unforeseen circumstances that may have arisen during the negotiation and execution phases. The San Antonio Texas Amended Asset Purchase Agreement between Xerox Corp. and Tectonic, Inc. with Respect to Its Color Printing / Imaging Products Division — Sample might include several types or provisions tailored to the specific needs of the transaction. Some potential variations of this agreement sample could include: 1. Purchase Price and Consideration: This section details the amended purchase price for the assets and the consideration to be given in exchange. It specifies the modes of payment, such as cash, stock, or a combination of both. 2. Assets and Liabilities: This provision outlines the specific assets and liabilities that are being transferred from Tectonic, Inc. to Xerox Corp. within the Color Printing / Imaging Products Division. It includes a comprehensive list of items, such as inventory, patents, trademarks, customer contracts, and equipment, as well as any assumed or excluded liabilities. 3. Closing Conditions: This section outlines the conditions that must be met before the closing of the agreement can take place. It may cover aspects such as obtaining necessary regulatory approvals, consents, or waivers required for the transaction. 4. Representations and Warranties: This provision includes statements made by both parties regarding the accuracy of information provided. It ensures that each party has disclosed all necessary details accurately and acknowledges their responsibility for any consequences resulting from false or misleading information. 5. Indemnification: This section outlines the indemnification obligations of both parties, specifying the responsible party in the event of any loss, damages, or claims arising after the closing of the agreement. 6. Non-Competition and Non-Solicitation: This provision may include restrictions on one or both parties from engaging in competitive activities or soliciting employees, customers, or suppliers related to the Color Printing / Imaging Products Division for a specified period. 7. Governing Law and Jurisdiction: This clause specifies the governing law for the agreement, typically referencing the laws of the state of Texas, where San Antonio is located. It also determines the jurisdiction where any legal disputes will be resolved, such as through arbitration or in a particular court. These are just a few examples of potential clauses that could be included in a San Antonio Texas Amended Asset Purchase Agreement between Xerox Corp. and Tectonic, Inc. with Respect to Its Color Printing / Imaging Products Division — Sample. The actual content and structure may vary depending on the specific requirements and negotiations between the parties involved.

A San Antonio Texas Amended Asset Purchase Agreement is a legal document that outlines the revised terms and conditions of a purchase agreement between Xerox Corp. and Tectonic, Inc. specifically pertaining to the Color Printing / Imaging Products Division. The agreement is aimed at modifying the original terms to address any changes or developments that have occurred since the initial agreement. The purpose of this Amended Asset Purchase Agreement is to ensure that all parties involved, including Xerox Corp. and Tectonic, Inc., are in agreement with the new terms and conditions related to the acquisition of the Color Printing / Imaging Products Division. By amending the original agreement, both parties can effectively address any issues, concerns, or unforeseen circumstances that may have arisen during the negotiation and execution phases. The San Antonio Texas Amended Asset Purchase Agreement between Xerox Corp. and Tectonic, Inc. with Respect to Its Color Printing / Imaging Products Division — Sample might include several types or provisions tailored to the specific needs of the transaction. Some potential variations of this agreement sample could include: 1. Purchase Price and Consideration: This section details the amended purchase price for the assets and the consideration to be given in exchange. It specifies the modes of payment, such as cash, stock, or a combination of both. 2. Assets and Liabilities: This provision outlines the specific assets and liabilities that are being transferred from Tectonic, Inc. to Xerox Corp. within the Color Printing / Imaging Products Division. It includes a comprehensive list of items, such as inventory, patents, trademarks, customer contracts, and equipment, as well as any assumed or excluded liabilities. 3. Closing Conditions: This section outlines the conditions that must be met before the closing of the agreement can take place. It may cover aspects such as obtaining necessary regulatory approvals, consents, or waivers required for the transaction. 4. Representations and Warranties: This provision includes statements made by both parties regarding the accuracy of information provided. It ensures that each party has disclosed all necessary details accurately and acknowledges their responsibility for any consequences resulting from false or misleading information. 5. Indemnification: This section outlines the indemnification obligations of both parties, specifying the responsible party in the event of any loss, damages, or claims arising after the closing of the agreement. 6. Non-Competition and Non-Solicitation: This provision may include restrictions on one or both parties from engaging in competitive activities or soliciting employees, customers, or suppliers related to the Color Printing / Imaging Products Division for a specified period. 7. Governing Law and Jurisdiction: This clause specifies the governing law for the agreement, typically referencing the laws of the state of Texas, where San Antonio is located. It also determines the jurisdiction where any legal disputes will be resolved, such as through arbitration or in a particular court. These are just a few examples of potential clauses that could be included in a San Antonio Texas Amended Asset Purchase Agreement between Xerox Corp. and Tectonic, Inc. with Respect to Its Color Printing / Imaging Products Division — Sample. The actual content and structure may vary depending on the specific requirements and negotiations between the parties involved.