Ontario Offer to Purchase Assets and Shares but Not Debt

Are you buying a business in Ontario? Use this template to prepare an Offer to Purchase the assets and shares (but not the debt) of the business, except for cash on hand and accounts receivable.

• Once it's accepted, the offer becomes a binding purchase and sale agreement.
• The seller will pay all debts prior to closing. The buyer will not assume the liabilities of the business except for the premises lease, maintenance contracts and salaries of employees being re-hired by the buyer after closing.
• The parties agree to review and make any adjustments to the purchase price six months after closing.
• The seller will terminate all employees, prepare financial statements, file income tax returns and pay corporate taxes to the date of closing.

This Ontario Offer to Purchase Assets and Shares but Not Debt is available as a downloadable Microsoft Word file which is fully editable to fit your particular circumstances.