Purchase Guarantee Agreement

Article 6 sets out the terms of completion. These are usually in the form of assignments. A general classification of the main assets under this agreement can be downloaded under the corresponding documents. A patent assignment and trademark assignment are also available for download if needed. Most companies are subject to a fixed or floating fee that requires formal publication certificates, which are also available for download in the corresponding documents. A letter confirming the non-crystallization of the floating tax may also be required and can be downloaded from the corresponding document links. The seller must hand over the VAT documents to the buyer, unless the local vat authority has not given its consent. Article 14.3.1 specifies that the seller`s maximum liability under this agreement is the purchase price for all claims made together. However, there is an exception for violations of the guarantees covered in paragraph 1 of Schedule 7 (which relates to the ownership of assets and the power of transfer) and breaches of tax guarantees. If the seller is not able to sell, then he should not have any limitation of their liability. Clause 2 indicates the assets included in the sale.

Accounting liabilities are included in the assets of this agreement. Other versions of the agreement are available if the accounting debt is not included in the assets. Plant assets, contracts, intellectual property rights and property are detailed in the calendars. Clause 20 regulates what happens to assets held by third parties, for example. B as part of a lease, lease or lease purchase. Many of them will be essential to the entity and, in most cases, it will be useful to negotiate with the financial company concerned before being completed, otherwise the assets may be reclaimed. The agreement provides that the parties will make reasonable efforts to obtain the agreement of the financial companies as soon as possible after closing. Until this happens, the buyer will abide by the agreements and compensate the seller for any breaches of the agreements. There is a three-month deadline at which the purchaser, in the absence of consent, can either continue with the current agreements or return the asset in question. The buyer is not required to pay an „annual fee“ required by the financial company for the right to cede the contract to the buyer. Calendars 1, 2, 3, 4, 5 and 6 should include details on contracts, employees, intellectual property, investments, assets and third-party assets.