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Business Asset Transfer Agreement
"Need a Business Asset Transfer Agreement for the sale of our manufacturing equipment and associated IP to a Singapore-based buyer, with completion planned for March 2025 and including post-sale technical support obligations for 6 months."
1. Parties: Identification of seller and buyer, including full legal names and registration details
2. Background/Recitals: Context of the transaction, description of the business and assets being transferred
3. Definitions: Key terms used throughout the agreement
4. Sale and Purchase: Core transaction terms, including what is being sold and purchase price
5. Completion: Details of when and how the transfer will take place
6. Purchase Price and Payment: Payment terms, adjustments, and mechanics
7. Seller's Warranties: Standard warranties regarding ownership, condition of assets, etc.
8. Buyer's Warranties: Warranties regarding capacity to purchase and fund the transaction
1. Employee Matters: Terms regarding transfer of employees - use when employees are being transferred with the business
2. Intellectual Property: Specific provisions for IP transfer - use when significant IP assets are involved
3. Post-Completion Obligations: Ongoing obligations after transfer - use when there are continuing obligations post-completion
4. Non-Compete Provisions: Restrictions on seller's future business activities - use when protecting the transferred business from competition
1. Asset Schedule: Detailed list of all assets being transferred
2. Excluded Assets Schedule: List of assets specifically excluded from the transfer
3. Employee Schedule: List of transferring employees and their key terms
4. Contracts Schedule: List of contracts being transferred
5. Intellectual Property Schedule: Details of all IP rights being transferred
6. Property Schedule: Details of any real property included in the transfer
7. Form of Transfer Documents: Template documents required for specific asset transfers
8. Completion Checklist: List of actions required at completion
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