Generally speaking, the owner`s goal is to complete the project as quickly as possible so that he can repay his debts to the lender and start making income. In view of the owner`s dissatisfaction with the performance of the original contractor (or lack thereof), it is essential that the owner takes into account, when negotiating a takeover contract, the following factors: the purchase or takeover of a business generally means the takeover of a number of individual assets, the totality of which represents the value of the business as such. When it comes to the value of a company, many factors come into play: the assets invested, the portfolio of goods, the portfolio of customers, the rights to intangible assets, participations, etc. have great importance for value. Therefore, the purchase of a company always involves the acquisition of a set of rights, but also obligations. e) any takeover contract must oblige the guarantor to honor the contract and the government to pay the costs and expenses of the surety up to the balance of the contract price not paid at the time of the delay, under the following conditions: In the case of a business purchase contract, fixing the value of the company and labeling the assets to be taken over by the buyer through the decentralization of the company is therefore an essential element. The completion contractor should pay particular attention to the following points when considering becoming a party to the takeover contract: in this article, the issues that an owner, lender, completion contractor and guarantor should take into consideration when establishing a take-over contract. Although each of these four main parties shares the fundamental objective of completing the project in a timely and efficient manner, each party has different interests to protect. As in any negotiation process, each party must be ready to give and take in the name of a compromise. There are certain factors that each party must carefully consider and evaluate when negotiating the terms of an acquisition contract. The acquisition of the enterprise is the acquisition of the number of individual assets, the whole of which represents the value of the enterprise as such. When acquiring the company, there are many points that must be covered as part of the acquisition contract, such as the stock of goods, rights to intangible assets, participations, etc.
The takeover contract is valid proof in the future, if there are problems related to the acquisition, the acquisition court will first check the takeover contract and the terms of the takeover contract. 14. If, for any reason, the bank refuses to give its consent to the transfer of the business and assets in question to the company, that contract shall be deemed to have been terminated. Such consent is obtained by the seller prior to the registration of the business. Each project is unique and represents its own challenges. Nevertheless, all takeover contracts should have specific language: in the case of the acquisition of businesses, there are legal provisions from which it is sometimes difficult to derogate, as they protect the interests of creditors and contracting parties. These provisions provide for the assumption of debts and/or the transfer of contracts to the purchaser of the company. In principle, assignees and assignees are jointly and severally liable for commitments already entered into. For these reasons already, it is wise to formulate a written contract for the sale of a business. For certain forms of society, such as for example.
B of the limited liability company, there is even a special formal requirement for the transfer of shares. (d) There may be conflicting claims on the assets of the defaulting contractor, including unpaid prior profits (retained percentages and unpaid progress estimates). Therefore, the surety may include in its proposal an « acquisition agreement » defining the rights of the surety to be paid from these funds. The contract agent may conclude a written agreement with the guarantor (but not before the date of entry into force of the termination). The contract agent should consider entering into a tripartite agreement between the government, the guarantor and the defaulting contractor in order to resolve the remaining rights of the defaulting contractor, including the claim of unpaid previous profits. . . .