Asset Purchase Agreement (Pro-Vendor) (Canada, ON)

Summary

This precedent is an asset purchase agreement and includes terms that generally favour Vendor. It assumes the sale is for cash. This precedent agreement is to be used for an asset acquisition governed by the Ontario Business Corporations Act, R.S.O. 1990, c. B.16 ("OBCA") or the Canada Business Corporations Act, R.S.C. 1985, c. C-44 ("CBCA"). It contains practical guidance, drafting notes, optional clauses, and alternate clauses. An asset purchase agreement is an agreement between a purchaser and a vendor that contemplates terms and conditions related to the purchase and sale of a company's assets, divisions, or businesses. The regulatory schemes that are addressed in this precedent are those that are generally applicable without regard to industry, such as competition, tax, environmental, anti-corruption, and provincial securities regulation. This precedent also reflects intellectual property, transition services and employee matters considerations most relevant to the sale of all or ...