| Business Sale Agreements
There are two principal ways of buying or selling a business - you are either trading business assets or, in the case of a company, shares in that company are traded. Anyone buying a business ought to investigate it first. This is known as Due Diligence. A Confidentiality Agreement is always recommended for both sides before the Due Diligence exercise begins. This section contains example business sale contracts and business purchase agreements. |
Related contract collections:
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| A131 |
Agreement for Sale & Purchase of Shares in a Limited Company |
£36.00 + VAT |
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Suitable for use where both Seller and Buyer are the only Shareholders in a Company and the effect of the sale will be to transfer control of the Company to Buyer.
This agreement is shorter than many such agreements because of the relationship of the parties, both of them being shareholders and represented on the board of the company. Warranties are therefore limited and the contract deals primarily with the number and shares to be sold, price, actions on completion - payment and resignation of directors. The agreement provides for the cancellation of a shareholders' agreement if this exists.
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| A142 |
Novation Agreement - Business |
£20.00 + VAT |
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This Novation Agreement is for use where a company (the Seller) is selling its business and as part of the sale is transferring its contracts with its customers to the Buyer. Under this Agreement the contracts are assigned and the Buyer takes over the Seller's responsibilities for performing the contracts of the customers, and with the agreement of the customers. In addition to the explanatory notes we include a suggested form of letter to be sent to customers explaining the reasons for the transaction and requesting them to sign the Novation Agreement.
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| A147 |
Agreement for Sale and Purchase of a Business |
£50.00 + VAT |
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This agreement for the sale or purchase of a business contains basic terms for a sale of the assets of a business on a going concern basis. The clauses deal with such matters as the assets to be transferred, the consideration to be paid (and the valuation of stock), the arrangements on completion, transfer of contracts, apportionment of outgoings and other payments between the seller and the buyer, warranties of the seller, confidentiality etc. This contract is suitable as a template either for the sale of a small business which is not established as a limited company or for the sale of stock and other assets by a limited company.
[English law edition] |
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| A186 |
Agreement for Sale and Purchase of Shares in a Limited Company |
£50.00 + VAT |
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This agreement is for the sale and purchase of a limited company by the sale of all of the shares in the company to the purchaser(s). This agreement is suitable for the acquisition or disposal of a small or medium sized company which has no subsidiaries. The agreement covers such matters as the price, the procedures on completion, disclosure of information and warranties to be given by the sellers, non-competition and confidentiality. |
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| A207SC |
Trademark Assignment |
£35.00 + VAT |
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An agreement where one party transfers ownership of a trademark (or trademarks) to another in return for a payment. The agreement contains various assurances from the transferor as to his ownership of the trade marks etc. |
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| A208SC |
Patent Assignment |
£35.00 + VAT |
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An agreement where one party transfers ownership of a patent (or patents) to another in return for a payment. The agreement contains various assurances from the transferor as to his ownership of the patents etc. |
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| A209SC |
Domain Name Assignment |
£35.00 + VAT |
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An agreement where one party transfers or assigns ownership of a Domain Name (or Domain Names) to another in return for a payment. The agreement contains various assurances from the transferor as to his ownership of the Domain Names etc. |
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| US112 |
Due Diligence Checklist |
£15.00 + VAT |
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This document is designed for use where one party wishes to request documents from another party, usually in connection with due diligence prior to consummation of a proposed transaction between the parties. The checklist has 11 main categories including categories dealing with corporate records, shares and shareholders, general, financial, property, employees/management, professional advisors, litigation, insurance, regulations and filings and miscellaneous. This form is intended for use in any state in the United States. |
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| US115 |
Asset Purchase and Sale Agreement |
£50.00 + VAT |
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This agreement is designed for use where two parties are involved in the purchase/sale of assets of a business. The agreement has 20 main sections including paragraphs dealing with defining the assets, the purchase price, assumption of liabilities, the closing, labour/employment, other agreements of the parties, real estate matters, extensive representations and warranties of both parties, conditions to closing, pre-closing covenants, indemnification, termination, choice of law/dispute resolution and miscellaneous other matters.
This form is comprehensive in scope and is of moderate complexity, and can be adapted for use both with smaller, less complex transactions and larger, more complex transactions. It includes language relating to the transfer of real estate, which can be deleted if not needed. It is intended for use in any state in the United States.
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| US117 |
Share Purchase & Sale Agreement |
£50.00 + VAT |
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This agreement is designed for use where two parties are involved in the purchase and sale of shares of a corporation. It is intended for use in any state in the United States. The agreement has 15 main sections including paragraphs dealing with the transfer of the shares, the purchase price, the closing, other agreements of the parties, extensive representations and warranties of both parties, pre-closing covenants, conditions to closing, indemnification, termination, choice of law/dispute resolution and miscellaneous other matters. This form is comprehensive in scope and is of moderate complexity, and can be adapted for use both with smaller, less complex transactions and larger, more complex transactions for a company sale or corporate acquisition. |
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