Company Acquisition - Warranties

Buyer

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Description:

Warranties given by Seller(s) in relation to a Company acquisition. This can be inserted as a Schedule to the Company Acquisition Agreement. These Warranties are drafted in favour of the Buyer.

 

The following information provided to the Buyer during the preparation and negotiation of this Agreement is in all material respects true, accurate and not misleading:

 

Accounts: The Accounts of the Company for the financial year ended on the Last Accounts Date and for each of the preceding financial years, together with the unaudited management accounts of each Company for all periods ended after the Last Accounts Date.

 

Corporate Documents: The Memorandum and Articles of Association of Company and each subsidiary, certified by the secretary thereof as up to date.

 

Licences: A summary, together with copies, of all licences, permissions, authorisations and consents.

 

Employees: A list of all employees of each <? echo $GROUP; ?> showing, by reference to appropriate categories or grades, all remuneration payable and other principal benefits which that <? echo $GROUP; ?> is bound to provide (now or in the future).

 

Insurances: A summary, together with copies, of all policies of insurance of each Company.

Material Contracts: A list, together with copies (or details, where no agreement has been reduced to writing), of all agreements of the kinds.

 

List of Properties: A list, including brief details, of the freehold and leasehold properties occupied by each Company.

 

This document can be adjusted to include all necessary information and terms agreed.

 

How to use this Document?

 

This document should be carefully read by the Individual Buyer and Seller.

 

Both parties should sign and return a copy, and once signed, both parties should get a copy. To avoid any future disputes, both parties may wish to have their signatures witnessed.

 

The Total Price to be paid, the Currency used, the Deadline for condition fulfilment and Conditions in consent should all be clearly stated in the sales agreement.

 

If either party wishes to amend the agreement in the future, both parties should agree to do so, and the original agreement and amendments should be recorded in writing and signed by both parties.

 

How to Tailor the Document for Your Need?

  1. Create Document: Click “Create Document” button and fill in the details of the parties. You can click the “Fill with Member’s Information” button to complete the party’s information with your personal or business information saved to your account.
  2. Please fill in any additional information by following the step-by-step guide on the left hand side of the preview document and click the “Next” button.
  3. When you are done, click the “Get Document” button and you can download the document in Word or PDF format.
  4. Please get all parties to review the document carefully and make any final modifications to ensure that the details are correct before signing the document. Each party should have a copy of the executed document.
Document Type:

Agreements / contracts

Category:

Business > Debt / Equity Investment and Capital Raising > Mergers and Acquisitions / Completion Certificate

 
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