A Buy Sell Agreement Business is essential when transferring ownership of a business in the United States. This document is commonly used in mergers and acquisitions, succession planning, or when partners wish to exit a business. It covers crucial elements including valuation methods, payment structures, representations and warranties, and risk allocation between parties. The agreement must comply with both federal and state laws, including securities regulations, tax laws, and industry-specific requirements. It serves as the primary document governing the transaction and protecting all parties' interests.
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1. Parties: Identifies all parties to the agreement, including their legal names and addresses
2. Background/Recitals: Sets forth the context and purpose of the agreement
3. Definitions: Defines key terms used throughout the agreement
4. Purchase and Sale: Details the core transaction, including what is being bought/sold
5. Purchase Price and Payment Terms: Specifies the price and payment structure
6. Closing: Details the closing process and requirements
7. Representations and Warranties: Statements of fact and assurances from both parties
8. Covenants: Ongoing obligations of the parties
9. Termination: Conditions and process for terminating the agreement
10. General Provisions: Standard legal provisions including governing law, notices, etc.
1. Earn-out Provisions: Used when part of purchase price is contingent on future performance
2. Employee Matters: Addresses treatment of employees post-transaction
3. Tax Matters: Specific tax treatment and allocations
4. Intellectual Property: Special provisions for IP transfer and protection
1. Disclosure Schedules: Detailed disclosures related to representations and warranties
2. Asset Schedule: Detailed list of assets being transferred
3. Assumed Liabilities Schedule: List of liabilities being assumed by buyer
4. Excluded Assets Schedule: List of assets explicitly excluded from the transaction
5. Key Contracts Schedule: List of material contracts being transferred
6. Purchase Price Allocation: Breakdown of purchase price allocation for tax purposes
Relevant legal definitions
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