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(e) customer lists means all lists of customers who, at present are, in the past have been, or in the future may be, purchasers of the goods and services related to the gcm business. it is expressly acknowledged and agreed that buyers will not assume and shall not be liable, either expressly or impliedly, for any of the obligations or liabilities of gcm of any kind and nature other than those specifically assumed herein. all taxes (whether or not requiring the filing of returns) of sellers related to the gcm business for the aforementioned periods have been timely and fully paid or adequately reserved. buyers are not and will not be required to obtain any consent from any person in connection with the execution and delivery of this agreement or the consummation or performance of any of buyers obligations under this agreement. gcm has conducted the gcm business in the ordinary course thereof since july 31, 2009, consistent with past practice and in such a manner that the representations and warranties contained in article 2 of this agreement shall be true and correct and as of the closing date (except for changes contemplated, permitted or required by this agreement) and so that the conditions to be satisfied by sellers at the closing shall have been satisfied. buyers have been permitted to negotiate employment agreements with such officers and employees of gcm as it may determine; provided, however, that no such employment agreement shall be effective until the closing.
all action required to be taken by or on the part of buyers to authorize the execution, delivery and performance of this agreement by buyers and the consummation of the transactions contemplated hereby shall have been duly and validly taken by the board of directors of buyers. buyers shall have received such licenses, and other regulatory approvals as are otherwise necessary to operate the gcm business of gcm. this agreement may be terminated and the transactions contemplated hereby abandoned at any time prior to the closing date, as follows: 9.2 notice of termination. the prevailing party shall be entitled to any attorneys fees and other legal expenses incurred in connection with the institution of any action or proceeding in court to enforce any provision hereof or any action or proceeding for damages by reason of any alleged breach or default of any provision of this agreement. the provisions of this agreement, and the documents and instruments referred to herein, have been examined, negotiated, drafted and revised by counsel for each party hereto and no implication shall be drawn nor made against any party hereto by virtue of the drafting of this agreement. any other notification to the former customers of gcm shall be at the sole cost and expense of the party sending the communication.
this asset purchase agreement (“agreement”) is made and entered on , between point”) and galloway-chandler-mckinney insurance agency of monroe county, llc, a mississippi there are numerous situations which give rise as to when an owner of an insurance agency wishes to sell his agency, or selling or transferring ownership of your business? your purchase of business agreement includes the terms of sale, , letter of intent to purchase insurance agency, letter of intent to purchase insurance agency, sample of an agreement to sell/purchase a business, agreement of purchase and sale of business assets template, sales and purchase agreement template.
the representation and warranty sections of the purchase agreement required insurance licenses are in place no one forgets to include the purchase price in the agreement but don’t forget about other critical for example, the buyer will want the seller to represent and warrant that the seller was licensed and asset deal – in acquisitions an “asset deal” is a purchase agreement to buy the property of an agency. this would , simple sales agreement template, sell purchase agreement sample, sell purchase agreement sample, business asset purchase agreement, transfer of ownership agreement sample
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