Asset Sale Purchase Agreement Template for Denmark

Create a bespoke document in minutes, or upload and review your own.

4.6 / 5
4.8 / 5

Let's create your Asset Sale Purchase Agreement

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Get your first 2 documents free

Your data doesn't train Genie's AI

You keep IP ownership of your information

Key Requirements PROMPT example:

Asset Sale Purchase Agreement

I need an Asset Sale Purchase Agreement under Danish law for the sale of manufacturing equipment and associated IP rights from our Copenhagen factory to a German buyer, with completion scheduled for March 2025 and including provisions for employee transfers.

What is a Asset Sale Purchase Agreement?

An Asset Sale Purchase Agreement is a crucial document used in Danish business transactions when one party wishes to acquire specific assets from another party without purchasing the entire business entity. This agreement, governed by Danish law, is particularly important as it provides a detailed framework for asset transfers while ensuring compliance with Danish legal requirements, including the Danish Contracts Act, Sale of Goods Act, and relevant tax regulations. The document typically covers everything from asset identification and valuation to warranties and post-completion obligations, making it essential for both simple and complex asset transfers in Denmark. It's commonly used in business restructuring, partial business sales, or when specific assets need to be carved out from a larger business operation.

What sections should be included in a Asset Sale Purchase Agreement?

1. Parties: Identification of the seller and purchaser, including registration numbers and addresses

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

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Sale and Purchase: Core transaction terms including identification of assets being sold and excluded assets

5. Purchase Price: Purchase price, payment terms, adjustments, and payment mechanics

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

7. Pre-Completion Obligations: Obligations of both parties between signing and completion

8. Completion: Mechanics of closing, including timing, location, and deliverables

9. Seller's Warranties: Warranties regarding the assets, title, and seller's capacity

10. Purchaser's Warranties: Basic warranties regarding purchaser's capacity and authority

11. Tax Matters: Tax treatment of the transaction and allocation of tax liabilities

12. Indemnities: Indemnification provisions for breach of warranties and other specific risks

13. Confidentiality: Obligations regarding transaction confidentiality and announcements

14. Notices: Process for formal communications between parties

15. General Provisions: Standard boilerplate provisions including governing law, jurisdiction, etc.

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

1. Environmental Matters: Required when transaction involves real estate or industrial assets with potential environmental implications

2. Employee Matters: Required when employees are associated with the assets being transferred

3. Intellectual Property: Required when transaction includes transfer of IP rights

4. Real Estate: Required when transaction includes transfer of real property

5. Competition Law Compliance: Required for larger transactions requiring merger control clearance

6. Transition Services: Required when seller needs to provide post-completion operational support

7. Data Protection: Required when personal data is part of the transferred assets

8. Third Party Consents: Required when asset transfer requires specific third party approvals

What schedules should be included in a Asset Sale Purchase Agreement?

1. Schedule 1 - Asset List: Detailed inventory of all assets being transferred

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

3. Schedule 3 - Purchase Price Calculation: Detailed methodology for calculating final purchase price including adjustments

4. Schedule 4 - Seller's Warranties: Detailed warranties given by the seller

5. Schedule 5 - Completion Deliverables: List of all documents and items to be delivered at completion

6. Schedule 6 - Form of Transfer Documents: Templates for asset transfer documentation

7. Schedule 7 - Encumbrances: List of existing encumbrances on the assets

8. Schedule 8 - Required Consents: List of required third party consents and regulatory approvals

9. Appendix A - Properties: Details of any real estate included in the transfer

10. Appendix B - Intellectual Property: Details of any IP rights included in the transfer

11. Appendix C - Material Contracts: List and copies of material contracts included in the transfer

Authors

Alex Denne

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

Relevant legal definitions
Clauses
Relevant Industries

Manufacturing

Real Estate

Technology

Retail

Healthcare

Energy

Agriculture

Transportation

Construction

Professional Services

Industrial

Hospitality

Financial Services

Media and Entertainment

Telecommunications

Relevant Teams

Legal

Finance

Corporate Development

Operations

Tax

Compliance

Risk Management

Business Development

Property Management

Commercial

Treasury

Strategy

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Legal Counsel

Corporate Lawyer

Finance Director

Business Development Manager

Operations Director

Asset Manager

Commercial Director

Transaction Manager

Due Diligence Specialist

Tax Manager

Property Manager

Compliance Officer

Risk Manager

Investment Director

Industries
Danish Contracts Act (Aftaleloven): Primary legislation governing contract formation, validity, and enforcement in Denmark. Establishes rules for offer and acceptance, authority, and invalidity of contracts.
Danish Sale of Goods Act (Købeloven): Regulates the sale and purchase of movable property, defining rights and obligations of buyers and sellers, including provisions on delivery, risk transfer, and remedies for breach.
Danish Registration Act (Tinglysningsloven): Governs the registration of rights over real property and certain other assets. Essential for transferring title to real estate and certain types of equipment.
Danish VAT Act (Momsloven): Determines VAT implications of asset transfers and whether the transaction qualifies for VAT exemption or transfer of going concern treatment.
Danish Competition Act (Konkurrenceloven): Relevant for larger asset purchases that might require merger control clearance or have competition law implications.
Danish Environmental Protection Act (Miljøbeskyttelsesloven): Important for transactions involving industrial assets or real estate, particularly regarding environmental liability and compliance requirements.
Danish Capital Gains Tax Act (Ejendomsavancebeskatningsloven): Governs taxation of gains from sale of assets, including special rules for different asset categories.
Danish Public Registration of Rights Act (Tinglysningsafgiftsloven): Specifies registration fees and duties payable when registering rights over assets.
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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Buy Sell Contract Form

Danish law-governed contract form establishing terms and conditions for sale and purchase of goods or assets, compliant with Købeloven.

find out more

Contract To Sell (Real Estate)

A Danish law-governed contract for the sale and transfer of real estate property, incorporating all mandatory requirements under Danish property legislation.

find out more

Agreement For Sale Of Business

Danish law-governed agreement for the sale and purchase of a business, including all key transaction terms and regulatory compliance requirements.

find out more

Real Estate Contract Of Sale

Danish Real Estate Contract of Sale - A legally binding agreement for property transfer under Danish law, including all mandatory requirements and certificates.

find out more

Asset Sale Purchase Agreement

Danish law agreement for the sale and purchase of assets, detailing transfer terms, warranties, and completion requirements.

find out more

Buyer Seller Agreement Form

A Danish law-governed agreement template establishing terms and conditions between buyers and sellers for commercial transactions.

find out more

Contract To Sell Home

Danish law-compliant contract for the legal transfer of residential property ownership, establishing sale terms and conditions under Danish jurisdiction.

find out more

Sale Contract Agreement

A Danish law-governed agreement establishing terms and conditions for the sale of goods between two parties, including price, delivery, and warranties.

find out more

Buyer And Seller Agreement Form

Danish law-compliant agreement template establishing terms and conditions between buyer and seller for sale transactions.

find out more

Agreement For Sale And Purchase Of Shares

A Danish law-governed agreement documenting the sale and transfer of company shares between seller and buyer, including all key transaction terms and conditions.

find out more

Car Sell Agreement

A Danish law-governed agreement for the sale and purchase of a motor vehicle, detailing vehicle specifications, price, and transfer of ownership terms.

find out more

Agreement To Sell (Real Estate)

A Danish law-governed agreement for the sale and purchase of real estate property, incorporating all mandatory requirements under Danish property legislation.

find out more

Genie’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; Genie’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

Our bank-grade security infrastructure undergoes regular external audits

We are ISO27001 certified, so your data is secure

Organizational security

You retain IP ownership of your documents

You have full control over your data and who gets to see it

Innovation in privacy:

Genie partnered with the Computational Privacy Department at Imperial College London

Together, we ran a £1 million research project on privacy and anonymity in legal contracts

Want to know more?

Visit our Trust Centre for more details and real-time security updates.