There are often areas of key commercial importance to consider with an asset sale or purchase agreement - high up the list are whether the purchase is fully cash on completion or not, status of employees and warranties.
Key points in an Asset Sale Agreement
The document should cover all aspects of the price, including the purchase and sale price of the assets, as well as any required price adjustments. Price adjustments should also consider any required tax adjustments. In addition to the overall price of sale and purchase, the agreement should incorporate resolution mechanisms for the parties to adhere to which come into place should there be a conflict.
Employees should also be considered with an asset sale or purchase agreement. The Transfer of Undertakings(Protection of Employment) Regulations 2006 ("TUPE") means that liability for employees and their employment rights may take place with an asset sale whether the parties seek to avoid or exclude this is any agreement or not..
The agreement should provide the framework of how the transaction should be conducted. It should particularly cover the liabilities and representations of the parties. The seller and purchaser should provide their confirmation that all of the statements within the agreement are accurate and agreed to.
As well as the above, the agreement should ensure that terms relating to indemnifying the buyer or seller are present. This is to protect the parties for any unknown costs which may come to light following the completion of the transaction.
EXPERIENCED ASSET SALE SOLICITORS WHETHER YOU ARE THE BUYER OR SELLER
Our Solicitors ensure that all of the relevant items are covered so that both parties are secure and achieving their commercial objectives. It is important when undertaking the purchase or sale of assets that you have a professional and experienced corporate Solicitor drafting the agreement, which is why you should contact our friendly team today.
We understand that legal agreements can be complex. Our team of professionals will guide you through the legal jargon so that you know what you’re agreeing to.
For further information on how our team can assist you, please get in touch.
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