Asset Purchase Agreement Promissory Note

December 3rd, 2020| Posted by admin
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c) No transferred assets (i) are the property that the purchaser or one of his related businesses must treat as the property of another person, pursuant to Section 168 (f) (8) of the 1954 Internal Income Code. amended and in effect immediately prior to the passage of the Tax Reform Act 1986, (ii) “tax-exempt use property” within the meaning of Section 168 (h) or Section 470 (c) (2) of the Code , (iii) “tax-exempt debt securities” within the meaning of section 168 (h) 168 g (5) of the code, (iv) interest exempted under Section 103 (a) of the code or (v) are subject to a “lease agreement” Section 467″ within the meaning of section 467 (d) of the code. (v) whose company (A) (A) created, incurred, assumed or guaranteed a debt, (B) awarded a charge (except for an eligible charge) for each transferred material, with the exception of a charge released from the closing or (C) intended for the sale of the transferred assets or, in all cases, outside the normal course of operations; (o) any rights, property or other assets that are exclusively the result of or relating exclusively to an asset excluded or relating exclusively to it. and their associated companies) and (d) IP rights assets, which are processed in Section 5.9; (i) all consents, waiver declarations, permits, licences, authorizations, authorizations, registrations, declarations, statements or communications that must be obtained or obtained in connection with the performance, supply and execution of this agreement are entered into or obtained in this manner and (ii) the purchaser owns or trains legal entities in all necessary jurisdictions and that these legal entities obtain the necessary qualifications for the company to act in those jurisdictions. Section 12.4 Full agreement. This agreement (including the letter of publicity, appendices and exhibitions), ancillary restrictions and the guarantee of affiliation include the entire agreement between the parties with respect to the purpose of this agreement and replaces any prior oral or written agreement on these matters, with the exception of the confidentiality agreement, the time frame it provides and any other written agreement of the parties that expressly provides for they are not replaced by this agreement. (b) within 90 days of closing, the buyer may continue to disseminate product literature that uses all selected names and distribute products containing labeling or packaging using retained names, as long as product literature and labeling or packaging are available on the end date; provided that, within ninety days, the buyer encourages his related businesses to do so: (i) advertising, product labelling and any other documents or other materials, including electronic or electronic communications vehicles, traffic signs and stationery, and (ii) a notification in a reasonably acceptable format to the seller, indicating that company (A) was once the property of the seller. and (B) is now the property of the buyer and (iii) ceases to use the retained names.

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