This article first discusses some of the basic principles involved in the drafting of acquisition agreements. The focus is on asset acquisitions, including the Model Asset Purchase Agreement, which was recently published by the American Bar Association ("ABA"). The article then presents the transcript of a Mock Negotiation of an Asset Acquisition, which was presented at the University of Miami School of Law's Fifth Annual Institute on Mergers & Acquisitions: Corporate, Securities & Related Aspects. The authors participated in that negotiation.
Samuel C. Thompson Jr., Asset Acquisitions: A Colloquy, 10 U. Miami Bus. L. Rev. 145 (2002).