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Short Form Asset Purchase Agreement for Ireland

Short Form Asset Purchase Agreement Template for Ireland

This document is a streamlined agreement governed by Irish law, designed for straightforward asset purchase transactions where a comprehensive long-form agreement may not be necessary. It covers the essential elements of an asset purchase, including sale terms, warranties, and completion mechanics, while maintaining brevity and clarity. The agreement incorporates key requirements under Irish commercial law, including provisions for VAT, stamp duty, and where applicable, TUPE regulations for employee transfers. It is particularly suitable for transactions involving tangible assets where the risk profile is relatively straightforward and the parties seek a more efficient documentation process.

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Short Form Asset Purchase Agreement

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What is a Short Form Asset Purchase Agreement?

The Short Form Asset Purchase Agreement is utilized in Ireland for transactions where parties seek to document the purchase and sale of business assets in a streamlined manner. It is particularly suitable for situations where the transaction structure is straightforward, the assets are clearly identifiable, and the risk profile does not warrant a more complex agreement. This document type is commonly used for small to medium-sized transactions, including equipment purchases, small business acquisitions, or discrete asset transfers. It includes essential provisions required under Irish law while maintaining efficiency in documentation. The agreement is designed to balance the need for proper legal protection with the practical requirements of completing straightforward commercial transactions in a cost-effective manner.

What sections should be included in a Short Form Asset Purchase Agreement?

1. Parties: Identification and details of the seller and purchaser

2. Background: Context of the transaction and brief description of the assets being sold

3. Definitions and Interpretation: Key terms used throughout the agreement and rules of interpretation

4. Sale and Purchase: Core transaction terms including purchase price, payment terms, and completion mechanics

5. Conditions Precedent: Any conditions that must be satisfied before completion

6. Completion: Timing, location, and actions required at completion

7. Warranties: Basic seller warranties regarding ownership, capacity to sell, and asset condition

8. Tax: Basic tax provisions including VAT treatment and stamp duty obligations

9. Confidentiality: Obligations regarding transaction confidentiality and announcements

10. General: Standard boilerplate provisions including notices, entire agreement, and governing law

What sections are optional to include in a Short Form Asset Purchase Agreement?

1. Post-Completion Obligations: Used when there are specific actions required after completion, such as transitional services

2. Employee Matters: Required when the transaction involves transfer of employees under TUPE regulations

3. Intellectual Property: Needed when IP assets are a significant part of the purchase

4. Data Protection: Required when personal data is included in the transferred assets

5. Non-Competition: Used when restrictions on seller's future activities are required

6. Property: Required when real estate assets are included in the sale

7. Debt and Encumbrances: Needed when assets are subject to existing charges or encumbrances

What schedules should be included in a Short Form Asset Purchase Agreement?

1. Schedule 1 - Assets: Detailed description and listing of all assets being transferred

2. Schedule 2 - Excluded Assets: List of specific assets excluded from the sale

3. Schedule 3 - Warranties: Detailed warranties given by the seller regarding the assets

4. Schedule 4 - Properties: Details of any real estate assets included in the sale

5. Schedule 5 - Intellectual Property: List and details of any IP rights being transferred

6. Schedule 6 - Employees: Details of any transferring employees and their terms

7. Schedule 7 - Completion Requirements: Detailed list of documents and actions required at completion

8. Schedule 8 - Form of Transfer Documents: Pro forma transfer documents required for specific assets

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Ireland

Document Type

Purchase Agreement

Cost

Free to use
Relevant legal definitions




























Clauses


























Relevant Industries

Manufacturing

Technology

Retail

Professional Services

Healthcare

Real Estate

Industrial

Transport & Logistics

Media & Entertainment

Agriculture

Construction

Education

Hospitality

Relevant Teams

Legal

Finance

Commercial

Operations

Procurement

Compliance

Risk Management

Corporate Development

Business Development

Company Secretariat

Relevant Roles

General Counsel

Legal Director

Commercial Lawyer

Corporate Lawyer

Chief Financial Officer

Finance Director

Business Development Manager

Operations Director

Commercial Director

Managing Director

CEO

Company Secretary

Asset Manager

Procurement Manager

Risk Manager

Compliance Officer

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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