VIEWS: 71 PAGES: 2 CATEGORY: Asset Purchase Agreement POSTED ON: 1/27/2013
When two or more people associate to carry on as co-owners of a business and share profits, they form a partnership. The partnership dissolves when any partner ceases to be associated in the operation of the business. Dissolution does not mean the partnership has been terminated. Dissolution can occur in one of three ways: by an act of the partners, by operation of law or by a court decree.
Agreement to Dissolve and Wind up Partnership with Sale by Retiring Partner to Remaining Partner Agreement made on the (date), between (Name of Partner One) of (street address, city, county, state, zip code), referred to herein as Partner One, and (Name of Partner Two), of (street address, city, county, state, zip code), referred to herein as Partner Two. Whereas, Partners are parties to a Partnership known as (Name of Partnership), engaged in the business of (type of business), under an Agreement dated (date), said Partnership being located at (street address, city, county, state, zip code); and Whereas, Partner One desires to sell his interest in the Partnership, dissolve the Partnership, and retire from business; and Whereas, Partner Two desires to purchase Partner One’s interest in the Partnership; Now, therefore, for and in consideration of the mutual covenants contained in this Agreement, and other good and valuable consideration, the parties agree as follows: I. Sale of Interest. Partner One shall retire from the Partnership and shall sell, assign, and transfer all of his interest in all the assets of the Partnership to Partner Two on payment by Partner Two of the purchase price of $_________________. II. Payment of Purchase Price. Upon execution of this Agreement, Partner Two shall pay for the interest of Partner One as follows: Cash in the amount of $___________ and a Promissory Note in the amount of in the principal sum of $____________, together with interest thereon from date at the rate of ____% per annum on the unpaid balance until paid, payable at (street address, city, state, zip code), or at such other place as the holder may designate in writing, in (number) consecutive monthly installments of $____________, with the first of said installments being due and payable on the (date), and each subsequent monthly installment due and payable on the first day of each succeeding month thereafter until the entire indebtedness evidenced by this Note is fully paid, except any remai
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