[{"data":1,"prerenderedAt":476},["ShallowReactive",2],{"document-letter-of-direction-payment-of-acquisition-price-D5196":3},{"document":4,"label":21,"preview":11,"thumb":22,"thumb600":23,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":24,"breadcrumb":28,"related":34,"customDescModule":184,"customdescription":6,"mdFm":185,"mdProseHtml":475},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":15,"keywords":20},"LETTER OF DIRECTION PAYMENT OF ACQUISITION PRICE This Letter of Direction - Payment of Acquisition Price (the \"Agreement\") is effective [DATE], BETWEEN: [LENDER NAME] (the \"Lender\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Borrower\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS [LENDER] made a financing proposal to [BORROWER] dated [DATE], which the Borrower accepted on [DATE] (the \"Proposal\"); WHEREAS the Lender and the Borrower have entered into a certain Contract of Loan and Hypothec dated concurrently herewith providing, inter alia, for the loan by the Lender to the Borrower of the sum of [AMOUNT] (the \"Loan Proceeds\") for the purpose of assisting the Borrower in the acquisition of the equipment listed in [SPECIFY] (the \"Equipment\") from [SPECIFY COMPANY], upon the terms and conditions set out therein (the \"Contract\"); WHEREAS [SPECIFY NAME] (the \"Surety\") has executed a certain Guarantee, Assignment and Postponement of Claim with respect to the obligations of the Borrower under the Contract in favour of the Lender, which the Lender has accepted (the \"Guarantee\"); WHEREAS certain of the closing and post-closing items set out in the closing agenda annexed hereto (the \"Agenda\") and certain of the conditions set out in the Proposal have not yet been met; WHEREAS the Lender has tendered to [SPECIFY] in trust a cheque in the amount of [AMOUNT] in lawful currency of [COUNTRY] (the \"Funds\"), which amount represents the aggregate of the disbursement of the Loan Proceeds by the Lender in the amount of [AMOUNT] in lawful currency of [COUNTRY] and the payment of the balance of the acquisition cost for the Equipment (\"Balance of Cost\") by the Borrower, to be held by [SPECIFY] as herein directed. NOW THEREFORE THE LENDER AND THE BORROWER HEREBY JOINTLY DIRECT [SPECIFY] AS FOLLOWS: [SPECIFY] is to deposit the Funds in its trust account, pending receipt of written confirmation jointly from the Lender and the Borrower (the \"Joint Confirmation\") that all closing and post-closing items set out in the Agenda have been accomplished and that all conditions set out in the Proposal have been met, and in particular, without limiting the generality of the foregoing, that the Contract has been registered at the Register for Personal and Movable Real Rights without adverse entries, and that the Borrower has delivered to the Lender a waiver and subordinations from its bankers and that Lender's counsel has reviewed same and declared it to be satisfactory. Such Joint Confirmation shall be delivered to [SPECIFY] in writing with specific reference to this Letter of Direction by registered mail or delivered by hand and shall be deemed to have been duly delivered [NUMBER] days after being placed in the post and mailed by registered mail (provided there are no postal disruptions), or upon receipt if delivered by hand, as follows, or on the date following the date of expedition if sent by telecopier: [NAME] [ADDRESS] [COUNTRY] [STATE/PROVINCE] Attention : [SPECIFY NAME] Telecopier Number : [FAX NUMBER] Upon receipt of the Joint Confirmation, [SPECIFY] shall deliver a cheque in the amount of [AMOUNT] in lawful currency of the [COUNTRY] payable to the order of [SPECIFY], to [SPECIFY] at [ADDRESS], in payment of the acquisition cost for the Equipment. 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INTERPRETATION 6 1.1 Definitions 6 Extended Meanings 9 1.3 Interpretation Not Affected by Headings 9 1.4 Applicable Law 9 1.5 Funds 9 1.6 Financial Documents 9 1.7 Invalidity 10 1.8 Business Day 10 1.9 Preamble 10 2 - PURCHASED ASSETS 10 2.1 Purchased Assets 10 2.2 Excluded Assets 11 2.3 Leases and Retention of Ownership Agreements 12 2.4 Removal of Purchased Assets 12 2.5 Forward Commitments 12 2.6 Assets Used in the Business 12 3 - PURCHASE AND SALE 12 3.1 Purchase Price 12 3.2 Default 13 3.3 Balance of Price 13 3.4 Allocation of the Purchase Price 13 3.5 No Assumption of Liabilities 13 3.6 Payment of Taxes 14 3.7 Adjustments 14 3.8 Net Worth Adjustment 14 3.9 Disagreement Regarding Adjustment of Purchase Price 14 3.10 Escrow of Purchase Price 14 4 - CLOSING AND CONDITIONS PRECEDENT TO THE SALE 15 4.1 Closing Date 15 4.2 Conditions Precedent to Closing in Favor of the Purchaser 15 4.2.1 Corporate Authorization 15 4.2.2 Statements 15 4.2.3 Truth of Representations and Warranties 15 4.2.4 Compliance with Terms and Conditions 15 4.2.5 Governmental Approvals 16 4.2.6 Approval of Purchaser's Counsel 16 4.2.7 Prohibited Actions 16 4.2.8 Delivery of Documents and Title Deeds 16 4.2.9 Legal Opinion of Seller's Counsel 16 4.2.10 Non-Competition Agreements 16 4.2.11 Residence 16 4.2.12 Bulk Sale Affidavit 17 4.2.13 Tax Election Form 17 4.2.14 Powers of Attorney 17 4.2.15 Consents 17 4.2.16 Due Diligence 17 4.2.17 No Substantial Damage or Adverse Change 17 4.2.18 No Adverse Legislation 17 4.2.19 Delivery of Documents 17 4.3 Conditions Precedent to Closing in Favor of the Seller 18 4.3.1 Letter of Credit 18 4.3.2 Truth of Representations and Warranties 18 4.3.3 Compliance with Terms and Conditions 18 4.3.4 Legal Opinion of Purchaser's Counsel 18 4.4 Risk of Loss 18 4.5 Notification 19 5 - REPRESENTATIONS AND WARRANTIES OF THE SELLER AND THE PURCHASER 19 5.1 Representations and Warranties of Seller 19 5.1.1 Due Incorporation and Qualification to Carry on Business 19 5.1.2 Binding Nature 19 5.1.3 Title of Assets 19 5.1.4 Options, Commitments 20 5.1.5 No Violation 20 5.1.6 Books and Records 20 5.1.7 Business Conducted in Ordinary Course 20 5.1.8 Leases 21 5.1.9 Uses 21 5.1.10 Work Orders 21 5.1.11 Litigation 22 5.1.12 Proprietary Rights 22 5.1.13 Infringement of Proprietary Rights 22 5.1.14 Compliance with Laws 22 5.1.15 Employment Agreements 23 5.1.16 Labour Unions 23 5.1.17 Labour Practices 23 5.1.18 Pension Plans 23 5.1.19 Restrictive Documents 24 5.1.20 Outstanding Long Term Indebtedness 24 5.1.21 Outstanding Guarantees 24 5.1.22 Insurance 24 5.1.23 Taxes 24 5.1.24 Withholdings 25 5.1.25 Condition of Purchased Assets 25 5.1.26 Clients and Supplies 25 5.1.27 Vacation Pay 25 5.1.28 Residence 25 5.1.29 Knowledge 25 5.1.30 Liabilities 26 5.1.31 Inventories 26 5.1.32 Financial Statements 26 5.1.33 Absence of Certain Developments 26 5.1.34 No Material Adverse Change 27 5.1.35 Other Agreements 27 5.1.36 Environmental Matters 28 5.1.37 Reliance 29 5.1.38 Evidence 29 5.1.39 Standard of Conduct 29 5.2 Representations and Warranties of the Purchaser 29 5.2.1 Due Incorporation 29 5.2.2 Binding Nature 29 5.2.3 No Violation 29 5.3 Survival 30 5.4 Indemnification of the Purchaser 30 5.5 Warranty Work 30 6 - EMPLOYEES 31 6.1 List of Non-Unionized Employees 31 6.2 Employment to Non-Unionized Employees 31 6.3 Claims by Non-Unionized Employees 31 6.4 Pension Plan for Employees 31 6.5 Assumption of Collective Agreement 32 6.6 List of Unionized Employees 32 6.7 Offers to Unionized Employees 32 6.8 Short Term and Long Term Disability 33 6.9 Benefit Plans 33 7 - MUTUAL COOPERATION 33 7.1 Conduct of Business Prior to Closing 33 (a) Conduct Business in Ordinary Course 33 (b) Continue Insurance 33 (c) Perform Obligations 33 7.2 Access for Investigation Prior to Closing 33 7.3 Actions to Satisfy Closing Conditions 34 7.4 Transfer of Purchased Assets 34 7.5 Assistance in Judicial Claims 35 7.6 Collection of Receivables 35 7.7 Accounts Receivable 35 7.8 Differentiation of Products 36 8 - MISCELLANEOUS 36 8.1 Successors and Assigns 36 8.2 Brokers 36 8.3 Legal Fees 36 8.4 Public Announcement 36 8.5 Entire Agreement 36 8.6 Notices 37 8.7 Time of Essence 37 8.8 Counterparts 37 9 - GUARANTEE 37 9.1 Intervention of the Guarantor 37 9.2 Indulgence 38 9.3 Disability of Purchaser 38 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Purchaser\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [FIRST PART] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [SECOND PART] (the \"Seller\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS the Seller carries on the business of [NUMBER] WHEREAS the Seller has agreed to sell and the Purchaser has agreed to purchase certain assets relating to the Business upon the terms and conditions set forth in this Agreement. NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS AND AGREEMENTS HEREIN CONTAINED AND OTHER GOOD AND VALUABLE CONSIDERATION, THE [COMPANY NAME] HERETO AGREE AS FOLLOWS: INTERPRETATION Definitions Unless the subject matter or context otherwise requires: \"Affiliate\" has the meaning ascribed to the term \"affiliated corporations\" in the [COUNTRY Business Corporations Act]. \"Associate\" has the meaning ascribed to the term \"associate\" in the [COUNTRY Business Corporations Act]. \"Balance of Price\" has the meaning ascribed thereto in Section 3.1.2. \"Books and Records\" means any books and records (originals or copies thereof) of Seller relating exclusively to the Business including, without limitation, books and records relating to the purchase materials and supplies, the manufacture, assembly and processing of products, sales of products, dealings with customers and franchises, invoices, customer lists, mailing lists, suppliers lists, trademarks and trade names, financial records, personnel records (to the extent permitted by law) and taxes (excluding Seller's income tax and other tax records unrelated to the Business).","Asset Purchase Agreement","37",259,"https://templates.business-in-a-box.com/imgs/1000px/asset-purchase-agreement-D928.png","https://templates.business-in-a-box.com/imgs/250px/928.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#928.xml",{"title":6,"description":6},[93,95],{"label":17,"url":94},"business-legal-agreements",{"label":96,"url":97},"Purchase & Sale Agreements","purchase-sale-agreement","asset purchase agreement","/template/asset-purchase-agreement-D928",{"description":101,"descriptionCustom":6,"label":102,"pages":103,"size":104,"extension":10,"preview":105,"thumb":106,"svgFrame":107,"seoMetadata":108,"parents":109,"keywords":116,"url":117},"SHARE PURCHASE AGREEMENT This Share Purchase Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [FIRST PARTY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [SECOND PARTY NAME] (the \"Testamentary Executor / Seller\"), an individual with his/her main address located at: [COMPLETE ADDRESS] AND: [THIRD PARTY NAME] (the \"Purchaser\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS the Seller is the owner of [NUMBER] common shares in the capital stock of the Corporation (the \"Shares\"); WHEREAS the [COMPANY NAME] hereto have determined that the fair market value of the Shares is [AMOUNT]; WHEREAS the Corporation desires to purchase for cancellation and the Seller desires to sell the Shares; WHEREAS there are no reasonable grounds to believe that: (a) the Corporation is, or would after the payment of the purchase price be, unable to pay its liabilities as they become due, or (b) the realizable value of the Corporation's assets would after said payment be less than the aggregate of its liabilities and the amounts required for payment on a redemption or in a liquidation of all shares the holders of which have the right to be paid prior to the holders of the Shares; WHEREAS the aforesaid purchase will result in a deemed dividend of [AMOUNT] for the purposes of the [COUNTRY] Income Tax [ACT/LAW/RULE]; NOW THEREFORE, IT IS AGREED AS FOLLOWS: SHARES PURCHASED AND PURCHASE PRICE Subject to the terms and conditions set forth in this Agreement, the Corporation hereby purchases for cancellation the Shares from the Seller, hereto present and accepting, and the Seller delivers to the Corporation certificates representing the Shares. The aggregate purchase price for the Shares is [AMOUNT] (the \"Purchase Price\") which the parties consider to be the fair market value of the Shares, payable as set forth in Article [NUMBER] hereof. PAYMENT OF THE PURCHASE PRICE Upon filing by the Corporation of the election as set forth in Article [NUMBER] hereof, the Corporation will issue to the Seller a certificate representing [NUMBER] common shares of the Corporation (the \"Common Shares\") and a promissory note in the amount of [AMOUNT] (the \"Promissory Note\") in full payment of the Purchase Price. The parties hereto determine that the Common Shares and the Promissory Note have a fair market value of and are, in all circumstances of the transaction, the fair equivalent of a consideration payable in cash equal to the fair market value of the Shares. SELLER'S REPRESENTATIONS AND WARRANTIES The Seller represents and warrants to the Corporation that: the Shares are owned by the Seller by good and marketable title; the Seller is a resident of [COUNTRY] for the purposes of the Tax [ACT/LAW/RULE]; ELECTIONS","Share Purchase Agreement Deemed Dividend","4",56,"https://templates.business-in-a-box.com/imgs/1000px/share-purchase-agreement_deemed-dividend-D342.png","https://templates.business-in-a-box.com/imgs/250px/342.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#342.xml",{"title":6,"description":6},[110,113],{"label":111,"url":112},"Finance & Accounting","finance-accounting",{"label":114,"url":115},"Buy & Sell Shares","buy-sell-shares","share purchase agreement deemed dividend","/template/share-purchase-agreement-deemed-dividend-D342",{"description":119,"descriptionCustom":6,"label":120,"pages":121,"size":122,"extension":10,"preview":123,"thumb":124,"svgFrame":125,"seoMetadata":126,"parents":128,"keywords":135,"url":136},"[DATE] [CONTACT NAME] [ADDRESS] [ADDRESS 2] [CITY, STATE/PROVINCE] [ZIP/POSTAL CODE] SUBJECT: LETTER OF INTENT FOR PURCHASE OF COMPUTER EQUIPMENT Dear [Contact name], [YOUR COMPANY NAME] intends to purchase certain computer hardware from [SELLER]. The purpose of this Letter of Intent is to summarize our discussions to date and to confirm our respective intentions with respect to the proposed transaction. [YOUR COMPANY NAME] intends to purchase from [SELLER] the [Model] computer. The purchase price for the [Model] model shall be the lower of [Amount] or whatever better price [SELLER] is able to extend to [YOUR COMPANY NAME]. [YOUR COMPANY NAME] and [SELLER] will use their best efforts to conclude a contract on or before [Date].","Letter of Intent for Purchase of Computer Equipment","1",513,"https://templates.business-in-a-box.com/imgs/1000px/letter-of-intent-for-purchase-of-computer-equipment-D1148.png","https://templates.business-in-a-box.com/imgs/250px/1148.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#1148.xml",{"title":127,"description":6},"letter of intent for purchase of computer equipment",[129,132],{"label":130,"url":131},"Production & Operations","production-operations",{"label":133,"url":134},"Equipment Agreement","equipment-agreement","letter intent for purchase computer equipment","/template/letter-of-intent-for-purchase-of-computer-equipment-D1148",{"description":138,"descriptionCustom":6,"label":139,"pages":140,"size":122,"extension":10,"preview":141,"thumb":142,"svgFrame":143,"seoMetadata":144,"parents":146,"keywords":145,"url":153},"Business Proposal Your business slogan here. Prepared By: [YOUR NAME] [YOUR JOB TITLE] Phone 555.555.5555 Email info@yourbusiness.com www.yourbusiness.com Statement of Confidentiality & Non-Disclosure This document contains proprietary and confidential information. All data submitted to [RECEIVING PARTY] is provided in reliance upon its consent not to use or disclose any information contained herein except in the context of its business dealings with [YOUR COMPANY NAME]. The recipient of this document agrees to inform present and future employees of [RECEIVING PARTY] who view or have access to its content of its confidential nature. The recipient agrees to instruct each employee that they must not disclose any information concerning this document to others except to the extent that such matter are generally known to, and are available for use by, the public. The recipient also agrees not to duplicate or distribute or permit others to duplicate or distribute any material contained herein without [YOUR COMPANY NAME]'s express written consent. [YOUR COMPANY NAME] retains all title, ownership and intellectual property rights to the material and trademarks contained herein, including all supporting documentation, files, marketing material, and multimedia. BY ACCEPTANCE OF THIS DOCUMENT, THE RECIPIENT AGREES TO BE BOUND BY THE AFOREMENTIONED STATEMENT. Table of Content Statement of Confidentiality 2 Table of Content 3 Cover Letter 4 Executive Summary 5 1. Company Background 6 2. Your Needs 8 2.1 [RECEIVING PARTY NAME] Needs 8 2.2 Assumptions 9 2.3 The opportunity 9 3. Proposed Strategy or Plan 10 3.1 Objectives 10 3.2 Strategy 10 3.3 Benefits of our Proposed Plan 10 4. Costs or Budget 11 4.1 Cost Breakdown 11 4.2 Scheduling 11 4.3 Payment terms 12 4.4 Guarantees 13 5. Why Choose [YOUR COMPANY NAME] 14 5.1 Competitive Advantages 14 5.2 Team Qualifications 16 5.3 Success Stories 16 6. Conclusion 17 Appendix A 18 Cover Letter Dear [RECEIVING PARTY NAME], Thank you for considering [YOUR COMPANY NAME] for your [DESCRIBE OPPORTUNITY]. At [YOUR COMPANY NAME] we are committed to excellence and our experience in providing [SPECIFY THE SERVICE OFFERED] stand out! Here is why! First, we understand the dynamics of the [SPECIFY] market and the challenges that companies like [RECEIVING PARTY NAME] face. That's why we are not afraid to think outside the box and we find solutions customized for our clients. After [SPECIFY] years helping customers, we have been able to overcome many obstacles while developing an incredible expertise. Our experience provides us a solid understanding of your business environment and needs. By hiring [YOUR COMPANY NAME] to take care of [DESCRIBE OPPORTUNITY], you ensure yourself that you are working with a team dedicated to deliver this project on time, on budget while maintaining the highest quality. Having duly examined your situation, we are confident that our proposed services will effectively address your needs. Our goal is to [BRIEFLY DESCRIBE OBJECTIVE(S)] by [BRIEFLY DESCRIBE STRATEGY or SOLUTION] and to complete this by [DATE], for a total cost of [AMOUNT]. Our successful track record in [MENTION RELEVANT EXPERIENCE] makes us an invaluable partner in the [SPECIFY] market. We look forward to serving you! [YOUR NAME] [YOUR COMPANY NAME] [YOUR NAME@YOURCOMPANYNAME] [YOUR PHONE NUMBER] Executive Summary OUR COMPANY [YOUR COMPANY NAME] is a [PROVIDE A BRIEF DESCRIPTION OF YOUR COMPANY]. We are established since [SPECIFY]. We are specialized in [PROVIDE A BRIEF OVERVIEW AND DESCRIPTION OF YOUR PRODUCTS/ SERVICES]. We help [SPECIFY THE TYPE OF CLIENT OR TARGET MARKET YOU HELP AND THE PROBLEM YOUR BUSINESS SOLVE FOR THEM]. We offer proven expertise in areas such as [SPECIFY]. Our solutions are [BRIEFLY DESCRIBE STRATEGY or SOLUTION]. The advantages for our client are: [SPECIFY]. OUR MISSION [YOUR COMPANY NAME] believe in [SPECIFY AND EXPLAIN YOUR VALUES]. Our team is committed to [SPECIFY]. 1. Company Background Founded in [DATE] by [FOUNDERS OR GROUP], [TENDERER] (www.website.com) is the maker of the popular [SPECIFY] OR offers [DESCRIBE SERVICES] services. Our [PRODUCT/SERVICE] is known for [SPECIFY]. We have been quite successful in [SPECIFY] and notably in [SPECIFY RELEVANT ACCOMPLISHMENTS]. [YOUR COMPANY NAME] currently serves over [NUMBER] customers in [SPECIFY REGION OR MARKET] and employs [NUMBER] people in the greater [CITY] area. It has won numerous awards for its [PRODUCT/SERVICE]. We help [SPECIFY THE TYPE OF CLIENT OR TARGET MARKET YOU HELP AND THE PROBLEM YOUR BUSINESS SOLVE FOR THEM]. [SERVICES PROVIDED or PRODUCTS]: [LIST YOUR PRODUCTS/SERVICES] [LIST YOUR PRODUCTS/SERVICES] [LIST YOUR PRODUCTS/SERVICES] [LIST YOUR PRODUCTS/SERVICES] Offices Locations: [CITY] (Headquarters) [CITY] [CITY] [CITY] [CERTIFICATIONS or ACCREDITATIONS or MEMBERSHIPS]: [CERTIFICATION or ACCREDITATION or MEMBERSHIP] [CERTIFICATION or ACCREDITATION or MEMBERSHIP] [CERTIFICATION or ACCREDITATION or MEMBERSHIP] Awards: [AWARD] [AWARD] [AWARD] Last year's financial results [OPTIONAL]: Revenues: [AMOUNT] Profit: [AMOUNT] For a detailed look at key employees please see section 5.2 \"Team Qualifications\". [ADDITIONAL OPTIONAL ELEMENTS: Company history Legal structure Organizational chart Board of directors Principal shareholders Financial projections] 2. Your Needs 2.1 [RECEIVING PARTY NAME] Needs If solicited: According to your last tender, we understand that the specific and technical requirements are as follow: General requirements: [STATE THE REQUIREMENTS] [STATE THE REQUIREMENTS] [STATE THE REQUIREMENTS] Technical requirements: [STATE THE REQUIREMENTS] [STATE THE REQUIREMENTS] [STATE THE REQUIREMENTS] We are truly confident that our company can meet your specifics requests because [EXPLAIN ALL THE REASONS WHY YOU CAN MEET THE REQUIREMENTS, PROVIDE ALL THE INFORMATION THAT SHOWS THAT YOU ARE A POTENTIAL GOOD PRODUCT/ SERVICE PROVIDER]. If unsolicited: After reviewing the current position of [RECEIVING PARTY NAME] in [NAME THE SECTOR/FIELD/INDUSTRY OR EXPLAIN THE ANALYSIS THAT YOU MADE] we have discovered that [RECEIVING PARTY NAME] could [EXPLAIN THE CONCLUSION OF YOUR ANALYSIS. EXPOSE THE UNCONSCIOUS NEEDS]. 2.2 Assumptions The following assumptions were made when preparing this proposal:","Business Proposal","18","https://templates.business-in-a-box.com/imgs/1000px/business-proposal-D1258.png","https://templates.business-in-a-box.com/imgs/250px/1258.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#1258.xml",{"title":145,"description":6},"business proposal",[147,150],{"label":148,"url":149},"Sales & Marketing","sales-marketing",{"label":151,"url":152},"Sales Proposals","sales-proposals","/template/business-proposal-D1258",{"description":155,"descriptionCustom":6,"label":156,"pages":8,"size":122,"extension":10,"preview":157,"thumb":158,"svgFrame":159,"seoMetadata":160,"parents":162,"keywords":161,"url":167},"NON-DISCLOSURE AGREEMENT (NDA) This Non-Disclosure Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Disclosing Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [RECEIVING PARTY NAME] (the \"Receiving Party\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Receiving Party has been or will be engaged in the performance of work on [DESCRIBE]; and in connection therewith will be given access to certain confidential and proprietary information; and WHEREAS, Receiving Party and Disclosing Party wish to evidence by this Agreement the manner in which said confidential and proprietary material will be treated. NOW, THEREFORE, it is agreed as follows: NON-DISCLOSURE OF CONFIDENTIAL INFORMATION Both Parties understand and agree that each Party may have access to the confidential information of the other party. For the purposes of this Agreement, \"Confidential Information\" means proprietary and confidential information about the Disclosing Party's (or it's suppliers') business or activities. Such information includes all business, financial, technical, and other information marked or designated by such Party as \"confidential\" or \"proprietary.\" Confidential Information also includes information which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as confidential. For the purposes of this Agreement, Confidential Information does not include: Information that is currently in the public domain or that enters the public domain after the signing of this Agreement. Information a Party lawfully receives from a third Party without restriction on disclosure and without breach of a non-disclosure obligation. Information that the Receiving Party knew prior to receiving any Confidential Information from the Disclosing Party. Information that the Receiving Party independently develops without reliance on any Confidential Information from the Disclosing Party. Each Party agrees that it will not disclose to any third Party or use any Confidential Information disclosed to it by the other Party except when expressly permitted in writing by the other Party. Each Party also agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other Party in its possession or control. TERM The term of this Agreement is [number] of [years/months] from the date of execution by both Parties. TITLE The Receiving Party agrees that all Confidential Information furnished by the Disclosing Party shall remain the sole property of the Disclosing Party. DISCLAIMER","Non Disclosure Agreement Nda","https://templates.business-in-a-box.com/imgs/1000px/non-disclosure-agreement-nda-D12692.png","https://templates.business-in-a-box.com/imgs/250px/12692.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12692.xml",{"title":161,"description":6},"non disclosure agreement nda",[163,164],{"label":17,"url":94},{"label":165,"url":166},"Confidentiality Agreements","confidentiality-agreement","/template/non-disclosure-agreement-nda-D12692",{"description":169,"descriptionCustom":6,"label":170,"pages":103,"size":122,"extension":10,"preview":171,"thumb":172,"svgFrame":173,"seoMetadata":174,"parents":176,"keywords":175,"url":183},"CHECKLIST CUSTOMER DUE DILIGENCE Customer Due Diligence (CDD) is a critical process to ensure compliance with regulatory standards and safeguard against financial crimes. This checklist outlines the essential steps for effective CDD, from initial customer contact to ongoing monitoring and record-keeping. Gathering Customer Information: Individual Customers Full Name: Date of Birth: Nationality: Residential Address: Mailing Address (if different): Contact Number: Email Address: Identification Type (e.g., Passport, Driver's License): Identification Number: Issuing Country/Authority: Expiry Date of Identification Document: Corporate Customers Company Name: Registration Number: Country of Incorporation: Registered Address: Business Address (if different): Nature of Business: Date of Incorporation: Contact Number: Email Address: Website (if any): Directors' Names and Details: Ultimate Beneficial Owners (UBOs) Names and Details: Shareholding Structure: Identity Verification: Verify Identity Documents Document Verification (type of document, number, expiration date) Biometric Verification (if applicable) Verify Address Utility Bill Bank Statement Lease Agreement Additional Verification (if needed): Biometric Authentication Passive Liveness Detection Risk Assessment: Customer Type (Individual/Business): Customer Segment (Retail/Corporate): Industry: Expected Account Activity (Transaction Types, Volumes, and Values): Source of Funds: Purpose of the Account: Geographical Risk (Customer's Country of Origin/Operation): Any High-Risk Indicators (e.g., PEP, sanctions, negative media): Risk Profile Determination (Low, Medium, High): Enhanced Due Diligence (EDD) for High-Risk Customers:","Checklist Customer Due Diligence","https://templates.business-in-a-box.com/imgs/1000px/checklist-customer-due-diligence-D13916.png","https://templates.business-in-a-box.com/imgs/250px/13916.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#13916.xml",{"title":175,"description":6},"checklist customer due diligence",[177,180],{"label":178,"url":179},"Business Plan Kit","business-plan-kit",{"label":181,"url":182},"Business Procedures","business-procedures","/template/checklist-customer-due-diligence-D13916",false,{"seo":186,"reviewer":198,"quick_facts":202,"at_a_glance":204,"personas":208,"variants":229,"glossary":258,"clauses":289,"how_to_fill":330,"common_mistakes":366,"faqs":383,"industries":408,"comparisons":425,"diy_vs_pro":438,"related_template_ids_curated":451,"schema":463,"classification":465},{"meta_title":187,"meta_description":188,"primary_keyword":189,"secondary_keywords":190},"Letter of Direction Payment of Acquisition Price Template (Free Word)","Free letter of direction template for instructing payment of an acquisition price to the correct party. Download in Word, edit online, and send in minutes. Free Word and PDF download.","letter of direction payment of acquisition price",[191,192,193,194,195,196,197],"letter of direction template","payment direction letter","acquisition payment instruction letter","direction to pay letter","payment of acquisition price letter","business acquisition letter template","letter of direction word template",{"name":199,"credential":200,"reviewed_date":201},"Bruno Goulet","CEO, Business in a Box","2026-05-02",{"difficulty":203,"legal_review_recommended":184,"signature_required":184},"easy",{"what_it_is":205,"when_you_need_it":206,"whats_inside":207},"A Letter of Direction — Payment of Acquisition Price is a formal written instruction issued by the seller or an authorized party in a business acquisition, directing the buyer or escrow agent to remit the purchase price to a specified recipient, account, or creditor. This free Word download gives you a ready-to-use letter you can edit online and send the same day.\n","Use it at closing when the acquisition funds need to be split across multiple recipients — such as lenders, shareholders, or escrow accounts — or whenever the party receiving payment differs from the entity named as seller in the purchase agreement.\n","Date and recipient block, reference to the underlying purchase agreement, specific payment instructions with account details or payee names, the authorized amount, and a confirmation request from the receiving party.\n",[209,213,217,221,225],{"title":210,"use_case":211,"icon_asset_id":212},"Business sellers","Directing the buyer to pay proceeds to a lender or third party at closing","persona-small-business-owner",{"title":214,"use_case":215,"icon_asset_id":216},"M&A attorneys","Issuing closing-day payment directions on behalf of seller clients","persona-attorney",{"title":218,"use_case":219,"icon_asset_id":220},"Corporate finance officers","Coordinating multi-party fund disbursements at acquisition close","persona-cfo",{"title":222,"use_case":223,"icon_asset_id":224},"Escrow agents","Receiving formal written authorization to release acquisition funds","persona-escrow-agent",{"title":226,"use_case":227,"icon_asset_id":228},"Private equity deal teams","Instructing wire transfers to specific creditors from acquisition proceeds","persona-investor",[230,234,238,242,246,250,254],{"situation":231,"recommended_template":232,"slug":233},"Directing full proceeds to a single seller bank account","Letter of Direction — Payment of Acquisition Price","letter-of-direction-payment-of-acquisition-price-D5196",{"situation":235,"recommended_template":236,"slug":237},"Splitting proceeds across multiple payees at closing","Closing Funds Flow Memorandum","memorandum-of-understanding-D12548",{"situation":239,"recommended_template":240,"slug":241},"Directing a portion of proceeds to pay off a business loan","Payoff Letter","policy-letter-on-vehicle-expense-reimbursement-D723",{"situation":243,"recommended_template":244,"slug":245},"Instructing release of funds held in escrow","Escrow Release Letter","mutual-release-D1043",{"situation":247,"recommended_template":248,"slug":249},"Confirming receipt and distribution of acquisition funds","Closing Statement","investment-policy-statement-D12883",{"situation":251,"recommended_template":252,"slug":253},"Formally authorizing a third party to act on payment matters","Letter of Authorization","letter-of-authorization-to-negotiate-D1033",{"situation":255,"recommended_template":256,"slug":257},"Notifying a bank of an incoming acquisition wire transfer","Wire Transfer Instruction Letter","wire-transfer-instructions-form-D302",[259,262,265,268,271,274,277,280,283,286],{"term":260,"definition":261},"Letter of Direction","A formal written instruction authorizing a third party to take a specific action — such as making or receiving a payment — on behalf of the issuing party.",{"term":263,"definition":264},"Acquisition Price","The total consideration agreed upon by buyer and seller in a purchase agreement for the transfer of a business, asset, or ownership interest.",{"term":266,"definition":267},"Payee","The individual, entity, or account designated to receive a payment under a payment instruction or direction letter.",{"term":269,"definition":270},"Closing","The final stage of an acquisition transaction at which ownership transfers, documents are executed, and funds are disbursed according to agreed terms.",{"term":272,"definition":273},"Escrow","An arrangement in which a neutral third party holds funds or documents on behalf of transacting parties until specified conditions are met.",{"term":275,"definition":276},"Wire Transfer Instructions","Banking details — including account number, routing number, bank name, and beneficiary — required to electronically transfer funds to a specific account.",{"term":278,"definition":279},"Purchase Agreement","The binding contract that sets out the terms of a business or asset sale, including price, conditions, representations, and closing obligations.",{"term":281,"definition":282},"Disbursement","The act of paying out funds from an account or escrow to the designated recipients at or after closing.",{"term":284,"definition":285},"ABA Routing Number","A nine-digit code identifying a US financial institution for the purpose of routing wire transfers and ACH payments to the correct bank.",{"term":287,"definition":288},"Funds Flow Memorandum","A closing document that maps every dollar of the acquisition price to its intended recipient, serving as the master disbursement schedule for all parties.",[290,295,300,305,310,315,320,325],{"name":291,"plain_english":292,"sample_language":293,"common_mistake":294},"Date and party identification","States the date the letter is issued and identifies the sender and the recipient — typically the buyer, escrow agent, or closing attorney — by full legal name.","[DATE]\n\n[BUYER LEGAL NAME]\n[BUYER ADDRESS]\n\nRe: Letter of Direction — Payment of Acquisition Price under Purchase Agreement dated [DATE]","Addressing the letter to a contact person by name rather than the legal entity. If the contact changes, the instruction may be questioned as addressed to the wrong party.",{"name":296,"plain_english":297,"sample_language":298,"common_mistake":299},"Reference to the underlying agreement","Cites the specific purchase agreement — by title, parties, and date — that gives rise to the acquisition price being directed.","This letter relates to the Asset Purchase Agreement (the 'Agreement') entered into on [DATE] between [SELLER LEGAL NAME] ('Seller') and [BUYER LEGAL NAME] ('Buyer').","Referencing the agreement by a generic description instead of its exact title and date, which creates ambiguity if multiple transactions are in progress simultaneously.",{"name":301,"plain_english":302,"sample_language":303,"common_mistake":304},"Statement of authority","Confirms that the issuing party is authorized under the agreement or applicable corporate resolution to direct the payment.","Pursuant to the Agreement and in accordance with the authority vested in the undersigned, Seller hereby directs Buyer to remit the Acquisition Price as set out below.","Omitting the authority statement entirely. Without it, the recipient has no written basis to confirm the instruction is legitimate and may delay payment pending verification.",{"name":306,"plain_english":307,"sample_language":308,"common_mistake":309},"Payment amount","States the exact dollar amount to be remitted, including currency, so there is no ambiguity about the sum being directed.","You are hereby directed to pay the total Acquisition Price of [CURRENCY] [AMOUNT] (e.g., USD $2,500,000.00) in immediately available funds.","Writing the amount in words only without the numerical figure — or vice versa. Discrepancies between word and number representations create processing errors.",{"name":311,"plain_english":312,"sample_language":313,"common_mistake":314},"Payee identification","Names the specific individual, company, or creditor to whom the funds should be paid — which may differ from the seller named in the purchase agreement.","Payment shall be made to [PAYEE FULL LEGAL NAME], [PAYEE ADDRESS], for the account and benefit of [SELLER / LENDER / OTHER PARTY].","Using a trade name or abbreviated entity name instead of the full registered legal name, causing banks to reject the wire or delay processing for verification.",{"name":316,"plain_english":317,"sample_language":318,"common_mistake":319},"Wire transfer or payment instructions","Provides the complete banking details — bank name, account number, routing or SWIFT number, and any reference memo — required to execute the transfer.","Bank: [BANK NAME] | Account Name: [ACCOUNT HOLDER NAME] | Account Number: [ACCOUNT NUMBER] | ABA Routing: [ROUTING NUMBER] | SWIFT: [SWIFT CODE] | Reference: [ACQUISITION/DEAL REFERENCE]","Providing incomplete banking details — for example, omitting the SWIFT code for an international transfer — causing the wire to be returned or credited to the wrong account.",{"name":321,"plain_english":322,"sample_language":323,"common_mistake":324},"Confirmation request","Asks the recipient to acknowledge receipt of the direction and confirm their intent to comply, creating a paper trail of acceptance.","Please confirm receipt of this direction letter by signing and returning a copy to [CONTACT NAME] at [EMAIL / FAX] no later than [DATE / TIME].","Not requesting confirmation at all. Without a written acknowledgment, you have no evidence the instruction was received before the closing deadline.",{"name":326,"plain_english":327,"sample_language":328,"common_mistake":329},"Closing and authorized signature","Closes the letter with the issuing party's signature block, including the signatory's name, title, and the legal entity on whose behalf they are signing.","Yours sincerely,\n\n[AUTHORIZED SIGNATORY NAME]\n[TITLE]\n[SELLER LEGAL NAME]\nDate: [DATE]","Signing without stating the signatory's title or the entity they represent. A bare signature without corporate authority identification can be challenged as personally binding rather than binding on the company.",[331,336,341,346,351,356,361],{"step":332,"title":333,"description":334,"tip":335},1,"Enter the date and address the correct recipient","Add today's date and address the letter to the buyer's legal entity name, escrow agent, or closing attorney — whichever party will be disbursing the funds. Use the full registered legal name, not a trade name.","Confirm the recipient's legal name against the purchase agreement rather than relying on prior email correspondence.",{"step":337,"title":338,"description":339,"tip":340},2,"Reference the purchase agreement precisely","Insert the exact title, parties, and execution date of the underlying purchase agreement so the letter is unambiguously tied to a single transaction.","If the agreement was amended, reference the amendment date as well — 'as amended on [DATE]' — to avoid any gap between the original and current terms.",{"step":342,"title":343,"description":344,"tip":345},3,"State the exact payment amount in words and figures","Enter the acquisition price in both numerical and written form, and specify the currency. Confirm the amount matches the closing statement or funds flow memorandum.","Cross-reference the figure against the latest signed closing statement before sending — last-minute adjustments for working capital or holdbacks are common.",{"step":347,"title":348,"description":349,"tip":350},4,"Identify the payee by full legal name","Enter the complete registered name of the entity or individual to receive the funds. If the proceeds are split across multiple payees, list each on a separate line with their respective amounts.","For lender payoffs, request a formal payoff letter confirming the exact amount due as of the closing date — this figure may include per-diem interest that changes daily.",{"step":352,"title":353,"description":354,"tip":355},5,"Enter complete wire transfer details","Provide the bank name, account holder name, account number, ABA routing number, and — for international transfers — SWIFT or IBAN code. Add a reference note matching the deal or invoice number.","Call the receiving bank to verbally verify the account details before inserting them — wire fraud via spoofed payment instructions is a known closing-day risk.",{"step":357,"title":358,"description":359,"tip":360},6,"Add a confirmation request with a deadline","Ask the recipient to sign and return a copy of the letter by a specific time on closing day, confirming they have received the direction and will act on it.","Set the confirmation deadline at least two hours before the wire must be initiated so there is time to resolve discrepancies.",{"step":362,"title":363,"description":364,"tip":365},7,"Sign and send from an authorized signatory","Have the authorized officer or authorized representative of the seller sign the letter. Include their full name, title, and the entity name below the signature.","If the seller is an entity, confirm beforehand that the signatory is authorized under the relevant board resolution or operating agreement — lenders and escrow agents routinely verify this.",[367,371,375,379],{"mistake":368,"why_it_matters":369,"fix":370},"Incomplete wire transfer details","A missing routing number, wrong account number, or absent SWIFT code causes the wire to be returned or credited to the wrong account, delaying closing and potentially triggering default under the purchase agreement.","Obtain wire instructions directly from the receiving bank in writing and verify them by phone before including them in the letter.",{"mistake":372,"why_it_matters":373,"fix":374},"Using trade names instead of registered legal entity names","Banks process wires against the exact account holder name on record. A mismatch between the payee name in the letter and the registered account name causes processing delays or outright rejection.","Confirm the exact legal entity name from a corporate registry or the bank directly before completing the payee identification clause.",{"mistake":376,"why_it_matters":377,"fix":378},"Sending the letter without requesting written confirmation","Without a signed acknowledgment from the recipient, you have no evidence the instruction was received and accepted before funds were released, leaving you exposed if a payment dispute arises.","Include a dated confirmation request and follow up by phone if the signed copy is not returned within the specified window.",{"mistake":380,"why_it_matters":381,"fix":382},"Signing without proper corporate authority","A letter signed by someone not authorized under the company's board resolution or operating agreement may be invalid, giving the recipient grounds to refuse compliance or seek indemnification.","Confirm the signatory's authority in advance and, if required, attach a certified copy of the relevant board resolution or authorization letter.",[384,387,390,393,396,399,402,405],{"question":385,"answer":386},"What is a letter of direction for payment of acquisition price?","A letter of direction for payment of acquisition price is a formal written instruction issued by the seller — or an authorized representative — telling the buyer, escrow agent, or closing attorney exactly where to send the acquisition funds at closing. It specifies the payee, the amount, and the banking details required to execute the transfer, and it may redirect payment to a party other than the seller named in the purchase agreement, such as a lender receiving a payoff.\n",{"question":388,"answer":389},"When should a letter of direction be issued?","It should be issued at or immediately before the closing of a business acquisition — typically on the closing day or the business day before. The letter should be confirmed in writing by the recipient before funds are released to ensure the instruction has been received and will be followed.\n",{"question":391,"answer":392},"Is a letter of direction legally binding?","A properly issued letter of direction is generally treated as a binding instruction when it is signed by an authorized party and references the underlying agreement. However, it does not replace the purchase agreement — it supplements it. Consider having counsel review the letter when large sums or multiple payees are involved.\n",{"question":394,"answer":395},"Does the letter need to be notarized or witnessed?","In most commercial transactions, notarization is not required for a letter of direction. A signature from the authorized representative of the issuing entity is typically sufficient. Some escrow agents or lenders may request a certified corporate resolution alongside the letter to confirm the signatory's authority.\n",{"question":397,"answer":398},"What happens if the wire details in the letter are incorrect?","An incorrect account number or routing number can cause the wire to be returned to the sender, credited to a wrong account, or — in fraud scenarios — intercepted entirely. Always verify wire details by calling the receiving bank directly before including them in any payment instruction letter, and never rely solely on details received by email.\n",{"question":400,"answer":401},"Can a letter of direction direct funds to multiple payees?","Yes. A letter of direction can list multiple payees with their respective amounts and banking details. For complex multi-party disbursements, a separate funds flow memorandum is often prepared alongside the letter to map every dollar of the acquisition price to its recipient and confirm all amounts sum to the total purchase price.\n",{"question":403,"answer":404},"Who should sign a letter of direction?","The letter should be signed by an officer or authorized representative of the issuing entity — typically the seller's CEO, CFO, or legal counsel acting under a power of attorney. The signatory's title and the full legal name of the entity should appear below the signature to confirm corporate authority.\n",{"question":406,"answer":407},"What is the difference between a letter of direction and a funds flow memorandum?","A letter of direction is a short, direct instruction to one recipient to pay a specified amount to a specified payee. A funds flow memorandum is a comprehensive closing document that maps every disbursement — seller proceeds, lender payoffs, broker fees, transaction costs — across all parties. The two documents often work together at closing, with the funds flow serving as the master schedule and the letter of direction as the operative payment instruction.\n",[409,413,417,421],{"industry":410,"icon_asset_id":411,"specifics":412},"Mergers and Acquisitions","industry-professional-services","Used at every acquisition closing to direct proceeds to sellers, lender payoffs, and escrow holdbacks in a single coordinated disbursement.",{"industry":414,"icon_asset_id":415,"specifics":416},"Real Estate","industry-real-estate","Directs purchase price proceeds to mortgage payoffs, title company accounts, or co-sellers at the closing table.",{"industry":418,"icon_asset_id":419,"specifics":420},"Private Equity","industry-fintech","Coordinates multi-tier fund disbursements across management rollover pools, lenders, and selling shareholders at leveraged buyout closings.",{"industry":422,"icon_asset_id":423,"specifics":424},"Financial Services","industry-financial-services","Used by banks and brokers to confirm payment routing for securities or loan portfolio acquisitions where the receiving institution differs from the named seller.",[426,429,432,435],{"vs":287,"vs_template_id":427,"summary":428},"D{FUNDS_FLOW_MEMO_ID}","A funds flow memorandum is a comprehensive closing schedule mapping every disbursement across all parties in the transaction. A letter of direction is a shorter, operative instruction sent to one recipient directing a specific payment. The two documents typically work together — the funds flow defines the full picture; the letter of direction carries out each individual payment instruction.",{"vs":256,"vs_template_id":430,"summary":431},"D{WIRE_TRANSFER_INSTRUCTION_ID}","A wire transfer instruction letter focuses purely on banking details for a single electronic transfer. A letter of direction for acquisition price payment also cites the governing purchase agreement, states the authority to issue the direction, and may cover multi-payee disbursements — making it more formal and legally complete for M&A closings.",{"vs":244,"vs_template_id":433,"summary":434},"D{ESCROW_RELEASE_LETTER_ID}","An escrow release letter instructs an escrow agent to release funds already held in escrow once specified conditions are met. A letter of direction for acquisition price payment directs the buyer or paying party to send funds in the first instance — before or at the moment of closing, rather than releasing funds already deposited.",{"vs":252,"vs_template_id":436,"summary":437},"D{LETTER_OF_AUTHORIZATION_ID}","A letter of authorization grants a third party the general authority to act on someone's behalf across a range of matters. A letter of direction for acquisition price payment is transaction-specific — it authorizes one payment action tied to one purchase agreement. The letter of direction is narrower in scope and more appropriate at a defined closing event.",{"use_template":439,"template_plus_review":443,"custom_drafted":447},{"best_for":440,"cost":441,"time":442},"Single-payee acquisition closings with straightforward domestic wire instructions","Free","10–15 minutes",{"best_for":444,"cost":445,"time":446},"Multi-payee disbursements, cross-border transfers, or transactions where lender payoff amounts vary daily","$150–$400 (attorney or closing agent review)","Same day",{"best_for":448,"cost":449,"time":450},"Large or complex acquisitions with multiple lenders, international wires, and escrow holdback structures","$500–$1,500+ (M&A attorney preparation)","1–2 business days",[452,453,454,455,456,457,458,459,460,461,253,462],"asset-purchase-agreement-D928","share-purchase-agreement-deemed-dividend-D342","letter-of-intent-for-purchase-of-computer-equipment-D1148","business-proposal-D1258","non-disclosure-agreement-nda-D12692","checklist-customer-due-diligence-D13916","promissory-note-D434","bill-of-sale-D1229","escrow-agreement-D13226","general-power-of-attorney-D1037","company-is-closing-letter-to-clients-D12725",{"emit_how_to":464,"emit_defined_term":464},true,{"primary_folder":94,"secondary_folder":466,"document_type":467,"industry":468,"business_stage":469,"tags":470,"confidence":474},"equity-and-mergers","letter","general","exit",[471,467,469,472,473],"m-and-a","acquisition","payment-direction",0.92,"\u003Ch2>What is a Letter of Direction — Payment of Acquisition Price?\u003C/h2>\n\u003Cp>A \u003Cstrong>Letter of Direction — Payment of Acquisition Price\u003C/strong> is a formal written instruction issued by the seller or an authorized representative at the closing of a business acquisition, directing the buyer, escrow agent, or closing attorney to remit the purchase price to a specified payee, account, or creditor. It supplements the underlying purchase agreement by providing the exact banking details, payee names, and authorized amounts needed to execute payment — and it creates a documented instruction trail that all parties can rely on if a disbursement dispute arises. In transactions where the receiving party differs from the seller named in the agreement — for example, when proceeds must first satisfy a lender payoff — this letter is the operative document that makes that redirect legally clear.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>Without a written letter of direction, the buyer or escrow agent has no formal authorization to pay anyone other than the named seller, and wire transfers made on informal instructions are a common source of closing-day fraud and error. A missing or incomplete payment direction can stall funding past the closing deadline, trigger default provisions in the purchase agreement, or result in funds being wired to the wrong account with no easy path to recovery. This template gives you a ready-to-use letter that captures every required element — payee identification, exact amount, wire details, authority confirmation, and a written acknowledgment request — so closing-day disbursements proceed without delay or ambiguity.\u003C/p>\n",1781186022705]