Asset Purchase Agreement

When we think “asset”, it’s easy to picture equipment, goods, and inventory. But, that’s just the start. Businesses also buy contract rights, the right to a lease, and even permits from other companies. You could also be buying or selling intellectual property. For example, a website, code, software, an app, or even copyrights, patents, and trademarks. Whether you’re the seller or the buyer, use an Asset Purchase Agreement to take care of the legal side of your deal.

It’s important to think about the liabilities that could come with the assets. Usually when you buy an asset from someone, you’re just buying the thing and not any liabilities attached to it. For example when you buy a car you’re getting the car, not the seller’s car loan along with it. Sometimes though you may agree to take on the  liability that comes with the asset. In our car example, maybe the interest rate on the loan is really quite good so you agree to assume the seller’s loan rather than getting your own financing. Our Asset Purchase Agreement guide will let you choose what liabilities come and go with the assets in your deal.

There’s a lot that goes into the legal side of things with an Asset Purchase Agreement. We’ll make it simple and easy. If the deal is all for cash or cash plus an “I owe you” debt from the buyer (e.g. a promissory note) or even shares in a company, we’ll help you set up your agreement the right way.

We’ll also go over consents and permissions, like whether a bank needs to okay the sale because there’s a loan on the assets.

Got an agent or broker involved that will be getting a commission? No problem, we’ll walk through that together.

Whether you’re the seller or the buyer, we’ll also go through some ways you can protect yourself. We’ll make topics like caps on liability and minimum liability baskets easy to understand. Not even sure what those are? Not a problem, our Asset Purchase Agreement guide explains it all in plain language.

Tech companies like Google and Facebook grow by purchasing tech from other companies. That’s the dream, right? Build a messaging app and have Facebook buy you for $21.8 billion (that’s the story behind WhatsApp). But you don’t have to be a tech giant to be buying intellectual property. For example, it’s pretty common now for a business to buy a website from someone else. You could even be buying code, software, or an app from someone.

It isn’t all software and apps. Businesses also buy copyrighted materials, trademarks, and patents from others. These are also known as intellectual property (or if you really want to sound like you’re a pro, call it “IP”). When you buy intellectual property from another person or business, you need an agreement for it and there’s a fair bit that goes into it. For example, promises by the seller that they own the intellectual property free from claims of anyone else. The normal sorts of things need to go into the agreement too, like the purchase price and passing over all copies the seller may still have.

The most frustrating projects are the ones where you just don’t even know where to start. We get that. When you click on Make My Document, our guide will walk you through how to set up your Asset Purchase Agreement with helpful tips at each step.

You can also save your document and continue later if you need to think about things. So, let’s go through it together step by step.