Asset purchase agreement

Asset purchase agreement guidance:

This Practice note provides an overview of the agreement for the purchase of some or all of a company's assets (the APA). See Precedent: Asset purchase agreement—long...

Practice Note

Insert the following definitions as new definitions into clause 1 of the precedent: Asset purchase agreement—long form—conditional (buyer's version): 1. Definitions and...

Precedents

Insert the following definitions as new definitions into clause 1 of Precedent: Asset purchase agreement—long form—conditional (buyer's version): 1 Definitions and...

Precedents

Insert the following clauses as new clauses 11.13 and 11.14 of precedent: Asset purchase agreement—long form—conditional (buyer's version): 11 Warranties 11.13 The Seller...

Precedents

Insert the following definitions (where appropriate) as new definitions into clause 1 of the precedent: Asset purchase agreement—long form—conditional (buyer's version):...

Precedents

Insert the following definitions as new definitions into clause 1 of precedent: Asset purchase agreement—long form—conditional (buyer's version): 1. Definitions and...

Precedents

Insert the following definitions as new definitions into clause 1 of precedent: Asset purchase agreement—long form—conditional (buyer's version): 1 Definitions and...

Precedents

Produced in partnership with DLA Piper UK LLP 1 The Vendor shall indemnify and keep indemnified the Purchaser against any and all Asbestos Liabilities. Asbestos...

Precedents

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes:...

Precedents

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes:...

Precedents

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes:...

Precedents

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes:...

Precedents

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes:...

Precedents

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes:...

Precedents

Produced in partnership with Andrew Patten of SNR Denton This clause is optional and may be used in a business purchase agreement to protect the buyer against the risk...

Precedents

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes:...

Precedents

The UK has voted to leave the EU. Brexit or the date when the UK formally leaves the EU as defined in the European Union (Withdrawal) Act 2018 (Exit Day) can occur either...

Practice Note

This precedent has been prepared on the basis that the drafter is acting for the buyer The following warranties have been drafted for a transaction where the Buyer: 1...

Precedents

This precedent has been prepared on the basis that the drafter is acting for the buyer The following warranties have been drafted for a transaction where: 1 the Buyer...

Precedents

Consideration may be paid in many ways, and it may also be adjusted post-completion as a means of reflecting true value for a buyer. From the seller's point of view, the...

Practice Note

Produced in partnership with DLA Piper UK LLP ARCHIVED: This Precedent has been archived and is for historical purposes only. Warranties 1 No Group Company is required to...

Precedents

Produced in partnership with DLA Piper UK LLP Brexit impact As of exit day (31 January 2020) the UK is no longer an EU Member State. However, in accordance with the...

Precedents

Insert the following as new definitions in the asset purchase agreement: Data Processor has the meaning given to that term (or to the term ‘processor’) in Data Protection...

Precedents

Insert the following as new definitions in the asset purchase agreement: Data Processor has the meaning given to that term (or to the term ‘processor’) in Data Protection...

Precedents

Insert the following as new definitions in the asset purchase agreement: Data Processor has the meaning given to that term (or to the term ‘processor’) in Data Protection...

Precedents

Insert the following as new definitions in the asset purchase agreement: Data Processor has the meaning given to that term (or to the term ‘processor’) in Data Protection...

Precedents

This Practice Note describes the legal issues that may arise where there is a gap in time between exchange/signing (at which time the share purchase agreement (SPA) or...

Practice Note

This Practice Note covers the issues that a public company will need to consider in an acquisition or disposal of assets, in addition to those where both buyer and seller...

Practice Note

What is a misrepresentation? A misrepresentation is a untrue statement of fact or law made by one contractual party to the other and will be actionable where the...

Practice Note

In an asset sale, the buyer selects and purchases from the seller only those assets and liabilities it wishes to acquire. Sometimes, an asset sale is the sale of an...

Practice Note