1. Description of Assets:
An accurate description of all assets that are included in the purchase agreement should be listed. This will ensure that both parties know what is being sold and can agree on its value.
2. Purchase Price:
A clear breakdown of the purchase price must be provided, including any taxes or other fees associated with the transaction.
3. Payment Terms:
The payment terms should be outlined, such as when payments are due and how they will be made.
4. Warranties & Representations:
The warranties and representations made by each party should be clearly stated in the agreement to protect against any legal issues down the line.
5. Indemnification & Limitations:
Any indemnification of losses and limitations on liability should be included in the agreement.
6. Closing Conditions:
All closing conditions must be outlined so that both parties understand what is expected of them prior to, during, and after the sale.
7. Transfer of Assets & Documents:
The process for transferring assets and documents should be clearly stated in the agreement to ensure a smooth transition from buyer to seller.
8. Post-Closing Obligations:
Any obligations or restrictions that will take effect after closing should also be included in the agreement. This could include payment terms or other contractual duties that need to be fulfilled by either party.