Rohnert Park, CA asked in Business Law for California

Q: If a covenant not to complete on an asset purchase agreement is incomplete and missing information is it binding?

Related to the sale of business. The information missing is the period of time the covenant covers. The purchase agreement lists the individuals, but is missing the period of coverage. Does that make it non binding or what is the default period of coverage if there's no amount of time listed.

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1 Lawyer Answer
Shawn R. Jackson Esq.
Shawn R. Jackson Esq.
  • Rohnert Park, CA
  • Licensed in California

A: Generally speaking, the "period" of time will be partially determined by the allocation for that item in the purchase agreement, absent that notation, it will be a reasonable time, based in part, upon the total price paid and how the price was or should be allocated to the tangible and intangible price paid. What I would suggest next is that we schedule a free initial video call to review the actual agreement and any supporting emails or texts... your thoughts?

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