Our business lawyers are experienced in negotiating and designing asset purchase agreements and buying and selling a business, including a franchise. We have unparalleled experience in dealing with purchase asset agreements, share purchase agreements, commercial real estate leases and other legal considerations. Some states require the addition of a sales and use tax to the purchase price of the personal property sold. Be sure to indicate in your purchase and sale contract who is responsible for these taxes. If there seems to be a good fit between the parties and the objectives after this first call, then we recommend a first personal meeting to go wider and deeper. This is a great opportunity to learn more about the company and the other. The goal will be to find out if this fits well with your objectives and to determine if there is a good fit between the parties, as well as a little more detail on how the transition plan works, given the needs and timing of both parties. If you are selling or buying personal real estate, you should consider documenting your transaction in a personal real estate purchase agreement. A written contract allows both parties to carefully review and describe the details of the sale and confirms each party`s understanding of how the transaction will take place. A stock purchase agreement is similar in many ways to other contracts, full mergers and acquisitions or purchases, but there are a few differences. Here are some of the most important concepts and provisions found in G.S.O.
It includes the terms of sale, what is or is not included in the sale price, and optional clauses and warranties to protect both the seller and the buyer after the conclusion of the transaction. The company must not have undergone a significant change in its activities, which would have a negative effect on the buyer and the assets to be acquired. Each party will have complied with all agreements and covenants stipulated in the Asset Purchase Agreement. The seller makes available to the buyer a contract of sale that transfers the commercial assets freely and without the right of pledge. The buyer must also have obtained the franchisee`s authorization and have completed the documents required by the franchisee to transfer the transaction to the buyer. The buyer and seller make a visit and it is recommended that buyers and sellers ensure that all personal and commercial real estate has been properly inventoried and transferred. As a rule, the commercial real estate lease agreement is signed before or at the same time as the franchise or activity. Its article contains information on asset sale contracts and the conditions to be specified in the document.
A common way to buy another company is simply to become a majority or global shareholder through a share purchase agreement. When it comes to M&A transactions, share purchase agreements are a complex but widely used instrument to allow companies to acquire other companies. If you`re considering a merger or acquisition, including through a notoriously complex contract like a stock purchase agreement, it`s important to speak to an M&A attorney. The conditions described in a contract for the sale of commercial assets can be quite extensive depending on the nature of the assets sold. To this end, the main objective of this treaty is to define and control behaviour . . .