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A business purchase agreement is a legal document used to set the terms and conditions of a business sale between a buyer and a seller. It is drafted by the parties and their advisors after a letter of intent has been signed (if applicable) and due diligence has been performed.
What is a Business Purchase Agreement? Business purchase agreements, also called BPAs or business transfer agreements, are legal contracts that transfer ownership from the seller of a business entity to a buyer. This type of agreement contains provisions that govern the terms of sale.
All business contracts should include fundamentals such as: The date of the contract. The names of all parties or entities involved. Payment amounts and due dates. Contract expiration dates. Potential damages for breach of contract, missed deadlines or incomplete services.
A description of what is being transferred, such as specific physical assets, customer and supplier lists, and the company name, as well as any copyrights, patents, trademarks, trade names, or other intellectual property; this may include the manner in which assets will be transferred, such as with a bill of sale ...
Documents Required to Sell a Business Depending on the type of business you are selling, you may need an Entity Sale Agreement or an Asset Sales Agreement. Furthermore, if you are financing part of the purchase price, you may need a Security Agreement for Asset Sale, a UCC Financing Statement and a Promissory Note.
Parts of a Business Sale Agreement Parties. The names and locations of the buyer and seller will be clearly stated in the first paragraph or two of the contract. ... Assets. The agreement will detail the specific assets being transferred. ... Liabilities. ... Terms. ... Disclosures. ... Disputes. ... Notifications. ... Signatures.