Mergers, Sales & Acquisitions

PRICE, EMPLOYEES, GUARANTEE & INDEMNITY

An asset sale or purchase agreement is a document which outlines the terms and conditions between parties who are buying and selling specific company assets.

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The document should cover all aspects of the Price. This includes 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 included within the asset sale or purchase agreement. It should outline specific terms relatable to employees within the company and include any bonuses and benefits.

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.   

A PROFESSIONAL AND EXPERIENCED CORPORATE SOLICITOR

Our Solicitors are there to 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.

Our team are also able to advise on commercial contracts which are legally binding between each party.

Commercial Contracts can be drawn up between businesses or between a business and their customers.  It is commonly used to establish a formal agreement for things such as the following:

  • Long term supply agreements
  • Outsourcing contracts
  • Distribution Agreements

Usually a contract will include some essential elements which will lay out different stages of the terms of the agreement. The offer should be contained in the contract whereby one party makes a pledge to the other. The pledge would make a promise to enter into the contract on set terms.

The agreement would also be within the contract. This would show clearly and explicitly that each party agree to the terms set out in the offer. This would be on the basis that no further negotiations were necessary.

The consideration of the agreement would show the value of which each party would exchange when entering into the agreement. Accompanying this would show the intention to create a legal relationship. The intentions of each party to enter into the contract should be clear as without such clarity, the contract would not be able to be drawn up.

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.



Taylor Rose MW Solicitor Services in Commercial, Employment, Property and Family Law.

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DO YOU NEED ADVICE?
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YOUR ASSET SALE & PURCHASE AGREEMENTS | TAYLOR ROSE MW EXPERTS

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