Instead of acquiring all the shares of a company (and therefore both its assets and liabilities), a buyer very often prefers to take over only certain assets of a company. In these situations, as well as when you buy a business from an entity without a legal personality or if you buy a business from a director, the most important agreement used to negotiate and document the deal is an asset sale contract (sometimes called a business transfer contract or sales contract). The following download is a simple version of an asset purchase agreement: No, LawDepot`s stock purchase model does not contain asset purchases. Free Intellectual Property Rights Assignment Agreement The sub-file Transaction/sale of assets contains a selection of models covering certain circumstances, including asset sales with or without transfer of debtors and creditors, with or without transfer of ownership and with or without collateral. A comparison matrix helps you determine which business-business sale agreement is best suited to your goal. Business sale agreements, sometimes called asset sale agreements, are applied when a company`s activities (assets and businesses) are sold and not the shares of the company. A share sale contract should be applied when a business is sold. A company`s shareholders use a share purchase agreement, also known as a share transfer form, to transfer ownership of shares to a new person. If the execution is correct, this document becomes a legally binding agreement. The buyer then receives the rights and obligations related to the partner`s estate and the seller withdraws from the business. An asset purchase agreement is an agreement that the buyer agrees to acquire assets by the seller.
The buyer agrees to pay an agreed amount (the purchase price) in return for the seller who transfers the property of the assets to the buyer. For more information, please see asset sales contracts. An asset purchase agreement helps to meet all the agreed conditions for the sale of assets in the company. If you want to buy only certain assets instead of buying an entire business, this is activated by the asset purchase contract. When a seller transfers his shares, all assets and liabilities are transferred to the buyer`s book value. All contracts (for example. B leases) that the seller also transfers to the buyer. Therefore, buyers should be assured of carrying out their due diligence of the business in which they wish to invest. If the company establishes itself as a separate legal entity from its shareholders, the purchaser should not assume liabilities.