Sale of Business - Retained Employees Agreement - Asset Purchase Transaction
What is this form?
The Sale of Business - Retained Employees Agreement - Asset Purchase Transaction is a legal document that outlines the assets purchased in a business sale and specifies which employees the buyer agrees to retain after the transaction. Unlike other sale agreements, this form focuses on the retention of employees and addresses terms related to accrued vacation and sick pay, ensuring a smooth transition for both the owner and the employees involved in the sale.
Main sections of this form
- Identifies the parties involved in the agreement.
- Lists the assets being sold in the transaction.
- Names the retained employees and their respective accrued leave benefits.
- Specifies the payment terms for unpaid vacation and sick pay.
- Includes indemnification clauses regarding vacation and sick pay obligations.
- Requires witness signatures for validation.
Common use cases
This agreement should be used in situations where a business is sold, and the buyer intends to retain specific employees from the seller's workforce. It is essential when facilitating the continuation of employment for these individuals and ensuring the transfer of accrued benefits, thereby promoting employee retention during the transition period of ownership.
Who should use this form
This form is suitable for:
- Business owners selling their company.
- Purchasers looking to retain key employees post-transaction.
- Human resources professionals involved in the acquisition process.
- Legal professionals assisting with business sales and employee agreements.
How to complete this form
- Identify and fill in the names and addresses of both the seller and purchaser corporations.
- Enter the date of the agreement and the effective date of the asset purchase.
- List the specific assets being sold as outlined in the accompanying Asset Purchase Agreement.
- Provide the names of the retained employees and the amounts of any unpaid vacation and sick pay in the attached Exhibit A.
- Both parties must sign the agreement in the presence of a witness.
Is notarization required?
Notarization is generally not required for this form. However, certain states or situations might demand it. You can complete notarization online through US Legal Forms, powered by Notarize, using a verified video call available anytime.
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Make edits, fill in missing information, and update formatting in US Legal Forms—just like you would in MS Word.
Download a copy, print it, send it by email, or mail it via USPS—whatever works best for your next step.
Sign and collect signatures with our SignNow integration. Send to multiple recipients, set reminders, and more. Go Premium to unlock E-Sign.
If this form requires notarization, complete it online through a secure video call—no need to meet a notary in person or wait for an appointment.
We protect your documents and personal data by following strict security and privacy standards.
Common mistakes
- Failing to accurately list all retained employees and their benefits.
- Not specifying the payment method for accrued leave.
- Omitting witness signatures, which can invalidate the agreement.
- Using incorrect or outdated party names or corporate designations.
Why use this form online
- Convenient access to the form for immediate download and use.
- Editable format allows for customization to fit specific business needs.
- Reliable legal wording drafted by licensed attorneys to ensure enforceability.
- Easy to save and store digitally for future reference.
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FAQ
In an asset purchase, the buyer agrees to purchase specific assets and liabilities. This means that they only take on the risks of those specific assets. This could include equipment, fixtures, furniture, licenses, trade secrets, trade names, accounts payable and receivable, and more.
An asset purchase involves the purchase of the selling company's assets -- including facilities, vehicles, equipment, and stock or inventory. A stock purchase involves the purchase of the selling company's stock only.
Provisions of an APA may include payment of purchase price, monthly installments, liens and encumbrances on the assets, condition precedent for the closing, etc. An APA differs from a stock purchase agreement (SPA) where company shares, title to assets, and title to liabilities are also sold.
Once the basic terms of the asset sale are agreed, the buyer's solicitor will normally draft the contact of sale. These legal agreements are usually complex and will need to be reviewed by the seller and their solicitor and any amendments agreed between both parties.
