PandaTip: Use [Product Description] to indicate which resource is being sold. You can describe the asset and its condition later in the agreement. (b) Total seller value and other intangible assets, including, but not limited, to all customer lists, suppliers, mechanics or service personnel, etc. The seller`s activity and activity are carried out only properly and all obligations arising from binding agreements for the seller are duly fulfilled; (f) The seller is a company duly organized and valid under the laws of the State of Georgia. The execution and delivery of the agreement by the ordering officers who execute and deliver it has been duly approved by the Seller`s Board of Directors and are not contrary to a provision of the Seller`s founding articles, by law or by a contract or other contract to which the seller is involved or which is or is mandatory for the seller. (a) All improvements, furniture, devices, tools, machines, computers, software, assets, equipment, inventory, consumables, literature, business documents, files, maintenance documents, telephones, claims, insurance claims, claims and other personal items of the seller, including, but is not limited to the assets listed in Schedule A by reference. This document is usually executed in the case of mergers and acquisitions when a company acquires either the assets and/or shares of the company, or when the buyer wishes to acquire the assets of a business in order to expand its own business. 2. The buyer assures and guarantees that he has verified the assets and accepts these assets in their current condition, with all errors. The seller hereshes and guarantees that he owns the assets subject to the liabilities covered, but expressly refuses any guarantee of the condition or adequacy of those assets. (y) Nothing should be construed as an agreement of the buyer, to take over a contract to which the seller is associated or to hire a person currently employed by the seller in connection with the exploitation of the assets. (u) All insurance, guarantees, commitments and agreements entered into by the Seller and Buyer in this Agreement or under this Agreement have the end-of-life date. Notwithstanding any investigation conducted before or after the completion date, one party is entitled to rely on the assurances and guarantees of the other party set out in this agreement.
v) This instrument contains the whole agreement between the parties with respect to the operations provided for this purpose. The parties expressly agree that this instrument replaces and renounces any prior written agreement between them with respect to the sale of the assets. This agreement cannot be amended, amended or discharged orally or otherwise, executed by all parties or by the beneficiaries or beneficiaries of the assignment. The seller is excused for delays in the delivery and performance of other contractual obligations arising from this order, which are due to acts or omissions that are not subject to proper control and without fault or negligence of the seller; including, but not limited to embargoes, blockades, seizures or freezes on state assets, delays or refusals to issue an export licence, suspend or withdraw or any other act of government, fires, floods, bad weather or other acts of God, quarantines, labor strikes or lockouts, riots, riots, riots, disorder, civil disobedience, shortages of equipment or delays in delivery to the seller by third parties.