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Asset purchase agreements cover the sale of specific assets and associated contracts of a business rather than a share sale. A solicitor in this area drafts and negotiates the agreement, scrutinises warranties and indemnities, and coordinates due diligence responses, ancillary agreements, and completion deliverables. They review or prepare the schedules, identify any necessary consents or notices, and liaise with both sides’ counsel to finalise missives and complete the transaction.
The solicitor handles provisions governing warranties, disclosures, limit of liability, and the treatment of contracts, employees, and IP. They manage due diligence requests, ensure necessary consents are obtained, and oversee the drafting of completion deliverables and post-completion adjustments or transitional arrangements, providing clarity and risk allocation for the buyer and seller.
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