![]() Identify the parties: Enter the names and principal places of business of Party 1 (buyer) and Party 2 (seller) in the agreement to clearly identify both parties.Ģ. Taxes and stamp duty are to be borne by each party in accordance with the applicable laws and regulations. It further clarifies that the MOU is not legally binding and creates no legal obligations, with the proposed transaction proceeding only when definitive legally binding transaction documents are agreed upon and executed by the parties. The MOU also includes provisions for dispute resolution, notices and service, and specifies that no rights of third parties are created by the document. If the completion of the transaction does not occur within the long stop period, the proposed transaction will terminate.Ĭonfidentiality and announcements are addressed in the MOU, with both parties agreeing to keep information confidential and not to make any public announcements without the prior written approval of the other party. The proposed transaction is subject to the satisfactory completion of due diligence by the buyer. The MOU also outlines the due diligence process, which the buyer is required to complete within a specified period. The existing management of the target will remain in place, with new board members appointed by the buyer. The payment is to be made in multiple installments, including a deposit to be paid prior to the initiation of due diligence.ĭuring the transition period, the seller is obligated to cooperate with the buyer to ensure the continued operation of the target business. The buyer is required to pay the purchase price, which includes the goodwill and the value of the target's assets as determined by the net asset value (NAV) at the completion date. The purchase price and payment terms are detailed in the MOU. The MOU specifies that the buyer may also change the name of the target business within one month following the completion of the transaction. The proposed transaction involves the buyer acquiring a proportion% interest in the target business, including all the assets necessary for its operation. The document begins by highlighting the importance of setting out the terms of the acquisition in the MOU and the commitment of both parties to agree on the detailed terms of the transaction. The MOU is entered into between the buyer and the seller, who are identified as Party 1 and Party 2 respectively. ![]() The Memorandum of Understanding (MOU) - Sale of Business is a document that outlines the general terms and conditions of a proposed acquisition of a proportion% interest in a target business.
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