Middlesex Massachusetts Sample Asset Purchase Agreement between RadiSys Corporation and International Business Machines Corporation - Sample

• Category: Corporations - Public - Asset Purchase - Samples
• State: Multi-State
• County: Middlesex
• Control #: US-EG-9178
• Format: Word; Rich Text

Description

Asset Purchase Agreement between RadiSys Corporation and International Business Machines Corporation dated December 17, 1999. 30 pages Middlesex Massachusetts Sample Asset Purchase Agreement between Radius Corporation and International Business Machines Corporation — Sample This Middlesex Massachusetts Sample Asset Purchase Agreement is a legally binding contract between Radius Corporation (the "Seller") and International Business Machines Corporation (the "Buyer"). This agreement outlines the terms and conditions under which the Buyer will purchase certain assets from the Seller. The assets to be sold include but are not limited to: 1. Intellectual Property: The Buyer will acquire all intellectual property rights, including patents, trademarks, copyrights, and trade secrets related to the Seller's business operations in Middlesex County, Massachusetts. 2. Tangible Assets: The Buyer will also acquire all tangible assets owned by the Seller, such as machinery, equipment, inventory, office furniture, and fixtures located within Middlesex County. 3. Contracts and Agreements: The Seller will assign all contracts and agreements with customers and suppliers exclusively related to the Middlesex County operations to the Buyer. This includes purchase agreements, lease agreements, employment contracts, and service contracts. 4. Goodwill: The Buyer acknowledges and agrees that the Seller has developed valuable goodwill associated with its Middlesex County operations. The Buyer will acquire this goodwill as part of the asset purchase. Terms and Conditions: 1. Purchase Price: The Buyer will pay the Seller a total purchase price of [insert amount] for the assets specified in this agreement. The payment will be made in cash, wire transfer, or any other mutually agreed-upon method. 2. Closing Date and Conditions: The parties will work together to determine the closing date, which is the date when the transfer of assets will occur. This agreement is subject to the satisfaction of customary closing conditions, including regulatory approvals, if applicable. 3. Representations and Warranties: The Seller represents and warrants that they have legal ownership of the assets being sold and that there are no undisclosed liens, claims, or encumbrances on the assets. The Seller further represents that they have the authority to enter into this agreement. 4. Confidentiality and Non-Competition: Both parties agree to maintain the confidentiality of any confidential information shared during the course of this agreement. The Seller also agrees not to engage in any business activities competing with the Buyer within Middlesex County for a specified period. 5. Indemnification: The Seller agrees to indemnify and hold harmless the Buyer from any claims, damages, or liabilities resulting from pre-closing obligations or any misrepresentation of assets or liabilities. Additional Types of Middlesex Massachusetts Sample Asset Purchase Agreement: 1. Middlesex Massachusetts Sample Asset Purchase Agreement between Radius Corporation and IBM Corporation — Modifications to the original agreement between the seller and a specific buyer, IBM Corporation. 2. Middlesex Massachusetts Sample Asset Purchase Agreement between Radius Corporation and International Business Machines Corporation — Appendix A: This additional document includes a detailed list of all assets being sold, their respective values, and any specific terms or conditions related to each asset. 3. Middlesex Massachusetts Sample Asset Purchase Agreement between Radius Corporation and International Business Machines Corporation — Non-Disclosure Agreement: A separate agreement focused solely on the confidentiality of shared information between the parties involved in the asset purchase. 4. Middlesex Massachusetts Sample Asset Purchase Agreement between Radius Corporation and International Business Machines Corporation — Amendment: A modification made to the original agreement due to changes in circumstances or new terms negotiated between the parties. It is recommended to consult legal professionals or download official templates for creating an Asset Purchase Agreement tailored to specific requirements.

Middlesex Massachusetts Sample Asset Purchase Agreement between Radius Corporation and International Business Machines Corporation — Sample This Middlesex Massachusetts Sample Asset Purchase Agreement is a legally binding contract between Radius Corporation (the "Seller") and International Business Machines Corporation (the "Buyer"). This agreement outlines the terms and conditions under which the Buyer will purchase certain assets from the Seller. The assets to be sold include but are not limited to: 1. Intellectual Property: The Buyer will acquire all intellectual property rights, including patents, trademarks, copyrights, and trade secrets related to the Seller's business operations in Middlesex County, Massachusetts. 2. Tangible Assets: The Buyer will also acquire all tangible assets owned by the Seller, such as machinery, equipment, inventory, office furniture, and fixtures located within Middlesex County. 3. Contracts and Agreements: The Seller will assign all contracts and agreements with customers and suppliers exclusively related to the Middlesex County operations to the Buyer. This includes purchase agreements, lease agreements, employment contracts, and service contracts. 4. Goodwill: The Buyer acknowledges and agrees that the Seller has developed valuable goodwill associated with its Middlesex County operations. The Buyer will acquire this goodwill as part of the asset purchase. Terms and Conditions: 1. Purchase Price: The Buyer will pay the Seller a total purchase price of [insert amount] for the assets specified in this agreement. The payment will be made in cash, wire transfer, or any other mutually agreed-upon method. 2. Closing Date and Conditions: The parties will work together to determine the closing date, which is the date when the transfer of assets will occur. This agreement is subject to the satisfaction of customary closing conditions, including regulatory approvals, if applicable. 3. Representations and Warranties: The Seller represents and warrants that they have legal ownership of the assets being sold and that there are no undisclosed liens, claims, or encumbrances on the assets. The Seller further represents that they have the authority to enter into this agreement. 4. Confidentiality and Non-Competition: Both parties agree to maintain the confidentiality of any confidential information shared during the course of this agreement. The Seller also agrees not to engage in any business activities competing with the Buyer within Middlesex County for a specified period. 5. Indemnification: The Seller agrees to indemnify and hold harmless the Buyer from any claims, damages, or liabilities resulting from pre-closing obligations or any misrepresentation of assets or liabilities. Additional Types of Middlesex Massachusetts Sample Asset Purchase Agreement: 1. Middlesex Massachusetts Sample Asset Purchase Agreement between Radius Corporation and IBM Corporation — Modifications to the original agreement between the seller and a specific buyer, IBM Corporation. 2. Middlesex Massachusetts Sample Asset Purchase Agreement between Radius Corporation and International Business Machines Corporation — Appendix A: This additional document includes a detailed list of all assets being sold, their respective values, and any specific terms or conditions related to each asset. 3. Middlesex Massachusetts Sample Asset Purchase Agreement between Radius Corporation and International Business Machines Corporation — Non-Disclosure Agreement: A separate agreement focused solely on the confidentiality of shared information between the parties involved in the asset purchase. 4. Middlesex Massachusetts Sample Asset Purchase Agreement between Radius Corporation and International Business Machines Corporation — Amendment: A modification made to the original agreement due to changes in circumstances or new terms negotiated between the parties. It is recommended to consult legal professionals or download official templates for creating an Asset Purchase Agreement tailored to specific requirements.