In New Zealand, we can either get lawyers to write a tailor-made agreement or use a standard contract for small businesses called a contract to sell and buy a business. It is created by the Auckland District Law Society (ADLS) and REINZ and is based on the experience of business lawyers selling businesses. It is updated from time to time, the fourth edition 2008 (3) being the most current at the time of the letter. So you`ve found a buyer, you`ve prequalified them to find out they have the resources and financial capabilities to buy the business, not just tires that work or try to find confidential information. 11.5 Except in the event of death or assault resulting from our negligence, we are not liable for any specific, indirect, consequential or economic losses (including loss of profits, business, turnover, goodwill or expected savings), as incurred and even foreseeable. In addition, our overall liability to you under this agreement is limited to the price provided for in this treaty. This is one of the most complex parts of selling a business and should be discussed with your lawyer and accountant. I would like to draw attention to my disclaimer at the beginning of this article, I am not a lawyer. I said enough. Trading shares are treated separately from other assets. We appreciate this stock at the time of the agreement and we confirm it at the time of invoicing.
To learn more, further. The first page, 17 clauses and three calendars generally apply to most contracts for the sale and purchase of a company and are therefore inserted in the main part of the standard agreement. However, no business sale is exactly the same, so you need some additional clauses from time to time to cover certain circumstances. The good news is that the Auckland Law Society and REINZ contain a list of 73 clauses covering most of these situations. For situations outside of these situations, your lawyer or perhaps your broker would create a clause. The seller is the name of the company, unless it is another entity, for example. B an individual entrepreneur. Not the trade name which is a few lines away. One of the main reasons for the disintegration or delay of a sale is the separation of the lease from the owner. In theory, the lessor cannot “inappropriately” refuse authorization to assign the lease to a new tenant.
In fact, the landlord is nervous about establishing a new relationship with a new tenant they know nothing about. In theory, they cannot change the general conditions of sale, the amount of the rental or the duration. Almost all agreements have a due diligence clause, as we do not provide potential buyers with all the information they need during the early selling process. Clauses 26 and 27 are two ways to write this, 26 is copied below. You might have 20 days of work. To make a good deal, consider whether a certain circumstance is covered by the general clauses. If this is not the case, a broker will check if any of the following 73 clauses cover the situation. If this is not the case, a broker will check if a simple tailor-made clause can be written or if he must refer the client or buyer to his lawyer. Regardless of this, it is highly recommended that the respective lawyers check the agreement before the client and buyer sign it. Often, a better price can be obtained, a faster sale can be made or a sale can be concluded by the seller who offers financing, in accordance with clauses 67 or 68.
The date will remain empty until all parties have signed the agreement. 20.1 All messages and notices that you are required to send to us or you under this Agreement must be in writing and sent by first class mail. It shall be presumed that they have reached the part to which they are addressed on the second working day following the date of posting. . . .