MEMORANDUM OF AGREEMENT
This Agreement is made and entered into on this [Date] by and between:
First Party (Seller):
Name: Abdul Majid HossainFather’s
Name: Mohammad Abdul Aziz
Mother’s Name: Roshna Begum
Address: 34/5 Gopalnagar Road,
DhakaNationality: Bangladeshi,
Religion: IslamNational
ID Number: 1234567890
Second Party (Buyer):
Name: Hasan Ali MiaFather’s Name: Abul Hossain MiaMother’s Name: Sabera BegumAddress: 212/7 South Gulshan, DhakaNationality: Bangladeshi, Religion: IslamNational ID Number: 7890123456
Purpose of Agreement:
The First Party has been operating an online business named “Salamia” for a long time and has decided to discontinue its operations. The First Party wishes to sell the business, and the Second Party has expressed interest in purchasing it. Both parties agree to the transfer of ownership under the following terms and conditions:
1. Business Name and Ownership:
The business name “Salamia” and its trade license, as obtained from the relevant authority, shall be transferred to the Second Party. The Second Party may reapply for the trade license with the transfer document or obtain a new one from any local government office in Bangladesh.
The business has a domain, hosting, Facebook page, and office. However, this Agreement covers only the transfer of the business name and ownership. No physical assets, technology, or immovable property shall be transferred. The domain has expired, and the Second Party may purchase a new domain under the same name. The First Party will transfer the Facebook page, including its logo, without additional charges if the Second Party requests.
2. Consideration Amount:
The parties have agreed upon a consideration amount for the transfer of ownership. Since the First Party has incurred expenses for the trade license, domain, and branding, the agreed price for the transfer, including the business name, domain, logo, and Facebook page, shall be BDT 50,000 (Fifty Thousand Taka). The Second Party shall pay this amount to the First Party via cheque or cash.
3. Trade License:
The First Party has renewed the trade license. The Second Party may choose to update the trade license with a new name or obtain a new trade license in their name and address.
4. Rights to Use the Business Name:
If the Second Party continues to operate under the name “Salamia,” the First Party shall not be entitled to conduct any business under the same name. However, if the Second Party discontinues using the name or changes it, the First Party may resume business under the “Salamia” name. In such a case, the Second Party must notify the First Party or provide evidence of discontinuation.
5. Facebook Page and Domain Name:
The Second Party may negotiate with the First Party to take control of the Facebook page and domain name. If the First Party does not transfer the Facebook page, the Second Party may create a new one under the same name, and the First Party shall have no objections.
6. DBID Registration:
The Second Party may apply for a DBID after updating the trade license under their name. If the Second Party discontinues the business in the future and the First Party resumes operations, the Second Party shall cooperate in transferring the DBID ownership back to the First Party.
7. Liabilities and Debts:
Any liabilities, debts, bank loans, cooperative loans, or dues to customers or suppliers incurred by the First Party shall not be transferred to the Second Party. The Second Party shall not be responsible for any financial obligations of the First Party.
8. Bank Account:
If the First Party has a bank account in the business name, it must either transfer ownership after the Agreement or close the account. If ownership is transferred, any remaining funds shall be settled as per the bank records, with the Second Party paying any credit balance to the First Party. Likewise, any outstanding liabilities shall be settled by the First Party.
9. Office Assets and Furniture:
This Agreement does not include the transfer of any office space, furniture, laptops, inventory, or stationery. If the Second Party wishes to purchase any such items, both parties may negotiate a separate price and execute an additional agreement.
10. Future Claims:
After the transfer, the First Party shall have no right to claim ownership or any share in the business. The First Party shall not be responsible for the reputation or operations of the business post-transfer.
11. Bank Accounts and Memberships:
If the business holds any membership in associations, cooperatives, or trade bodies, the Second Party may submit the necessary documents and updated trade license to change the representative name. The First Party shall not object to such changes.
12. Transfer of Ownership and Dispute Resolution:
Upon completion of the ownership transfer, the First Party shall have no further claims regarding the business. Any disputes arising from this Agreement shall be resolved amicably through mutual discussion. If unresolved, disputes shall be settled through legal proceedings under the jurisdiction of the courts of Bangladesh.
12. Transfer of Ownership and Dispute Resolution:
Upon completion of the ownership transfer, the First Party shall have no further claims regarding the business. Any disputes arising from this Agreement shall be resolved amicably through mutual discussion. If unresolved, disputes shall be settled through legal proceedings under the jurisdiction of the courts of Bangladesh.
13. Digital Marketing and Customer Base:
The First Party acknowledges that “Doyeli” has an existing customer base and goodwill. However, this Agreement does not cover any prior marketing commitments or customer data transfer. The Second Party shall develop its own marketing strategies and customer outreach.
14. Business Operations After Transfer:
The Second Party shall have full freedom in running the business after the transfer. The First Party shall not interfere in the Second Party’s business decisions, strategies, or branding efforts.
15. Compliance with Legal and Tax Obligations:
The Second Party shall be responsible for maintaining all necessary legal, regulatory, and tax compliance related to the business after the transfer. The First Party shall not be liable for any legal issues arising after the ownership transfer.
Signatures:
First Party (Seller):Signature: ____________________Name: Abdul Majid Hossain
Second Party (Buyer):Signature: ____________________Name: Hasan Ali Mia
Witnesses:
Signatures:
First Party (Seller):Signature: ____________________Name: Abdul Majid Hossain
Second Party (Buyer):Signature: ____________________Name: Hasan Ali Mia
Witnesses:
Name: ____________________Signature: ____________________
Name: ____________________Signature: ____________________
