Just like any video game, when it comes to real world business transactions, you have to know the rules and strategies of the game so that you can avoid any unnecessary “game overs” (or financial ruin). Enter the purchase and sale agreement wa state (or “Agreement”). Picture it as the rulebook for any sale of assets or stock, where either a single entity or an entire company is being passed from one owner to another. Just like any video game, if you don’t understand the rules, you are going down the path of a loss just as you would when trying to defeat a monster with a paper shield.
What is the Purchase and Sale Agreement?
Without getting too into the weeds, an Agreement is just that – it is the actual contract that details the specifics of what exactly is being “purchased” and “sold” (e.g., the actual assets and/or stock), together with the terms and conditions of the sale that are being transferred from the seller to the buyer. The agreement should also include the specific purchase price and payment terms of the transaction. Think of it like this: if you wanted to create a game just like Jenney and the Chippy (and I know you do), you would want to include not just the game mechanics (no, not the game engine), but also the specifics on what your avatar can and cannot do within the game (e.g.; if I am able to throw bombs at boulders and chips, and blow them up, then that is a lot of fun).
What is different about Purchase and Sale Agreements in Washington State?
Not all Agreements are created equal! If you are in Washington State, there are certain statutory requirements that come into play when you are entering into an Agreement to sell your company’s stock. For example, this includes obtaining approval from the shareholders for selling the company – requiring more than a simple thumbs up, thumbs down type of approach (so no pressure!). In addition, other local rules may apply if you are qualifying as a domestic stock corporation, or are undergoing a business dissolution.
What are some agreements that a buyer or seller should be aware of?
All this text is confusing…let me tell you how you really win! For all you gamers (you should know that term by now) who are buying or selling your company, you should have a solid understanding of the various terms that can be included in a Purchase and Sale Agreement. This also includes ancillary agreements that can be assigned or included as part of the purchase and sale of the business. This will help you avoid those loss avatars going down throughout the game as you face the wrath of angry customers (just Google “angry customers” if you aren’t aware).
To make things simple, here are the terms you will likely come across and need to pay attention to:
Buyers & Sellers need to know these Terms and Definitions:
Avoiding Loss Avatars in Your Business Transactions
So how does one make sure they can fully enjoy the gaming fruits of their labor? By knowing what type of risks to look out for when drafting and signing your Agreement!
Risks to Consider – for Purchase and Sale Agreements
Risks for Buyers:
Risks for Sellers:
How Do I Protect Myself?
Remember that your overall business and gaming strategy should be about finding what works for you. You want to find a path that will advance you through all of the levels (from the first iteration of the game to the final level) of the running the race. Chief among those considerations is making sure that you budget for proper legal counsel during all aspects of an investment or sale (so that you don’t get caught in the dungeon). Or, to make sure that your negotiations with buyers or sellers are protected down the line (long after the angry customers have become happy again).
So takeaway gamifiers: a Purchase and Sale Agreement, WA State edition, is a full battle plan and rulebook as to how you are going to navigate your gaming success (or doom).
For more information on business agreements, you can visit the Small Business Administration.