Business Sales Agreement



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How to draft a proper business sales agreement? What are the contents of a business agreement? Check out our website for a downloadable template. This template is designed to help you protect your rights and interests when entering into a business sales agreement. It can help to ensure a smooth and successful transaction. Download this Business Sales Agreement template that will perfectly suit your needs!

A business sales agreement, also known as a "sales contract" or "business purchase agreement," is a legally binding document that outlines the terms and conditions for the sale and purchase of an entire business or a portion of a business. This agreement serves as a critical component of the transaction, whether it involves the sale of a small business, a merger of two companies, or the purchase of assets or shares in a business entity.

Key components of a business sales agreement typically include:

  1. Parties: The names and contact details of the buyer(s) and seller(s) involved in the transaction.
  2. Business Description: A detailed description of the business being sold, including its name, legal structure (e.g., sole proprietorship, LLC, corporation), location, assets, and any liabilities.
  3. Purchase Price: The total price for the business, including the agreed-upon purchase price and any adjustments, contingencies, or payment terms.
  4. Assets or Shares: Specification of whether the sale involves the transfer of business assets (an asset purchase agreement) or the sale of company shares or ownership interests (a stock purchase agreement).
  5. Liabilities: Disclosure of any assumed or excluded liabilities and debts as part of the transaction.
  6. Payment Terms: Details about how and when the purchase price will be paid, including any down payment, financing terms, or escrow arrangements.
  7. Due Diligence: Provisions for the buyer's right to conduct due diligence, including access to financial records, contracts, and other relevant business information.
  8. Representations and Warranties: Statements made by the seller regarding the business's condition, financial health, legal compliance, and other relevant matters. The seller typically warrants that the information provided is accurate.
  9. Covenants: Agreements by the buyer and seller regarding actions to be taken before or after the transaction, such as non-competition agreements, employee retention, or transfer of licenses.
  10. Closing and Delivery: The conditions required for closing the sale, including the delivery of all required documents and assets.
  11. Indemnification: Provisions detailing the process for addressing and resolving any disputes or claims that may arise after the sale.
  12. Confidentiality: Clauses governing the confidentiality of sensitive business information throughout the transaction.
  13. Governing Law: Specification of the governing law or jurisdiction in case of disputes or legal issues.
  14. Signatures: Signatures of both parties to indicate their agreement to the terms and conditions.
  15. Exhibits and Attachments: Additional documents, such as lists of assets, contracts, and financial statements, that are attached to and become a part of the agreement.

A business sales agreement is a complex legal document, and it's essential for both the buyer and seller to fully understand the terms and seek legal counsel when necessary. The agreement not only sets out the terms of the sale but also helps protect the interests of both parties and provides a clear framework for the transaction. Legal professionals experienced in business transactions are typically involved in drafting and reviewing these agreements to ensure they comply with applicable laws and regulations.

Also interested in other Legal templates? AllBusinessTemplates is the #1 source for Legal templates! Just search on our website and have instant access to thousands of free and premium legal agreements, contracts, documents, forms, letters, etc used on a daily basis by professionals in your industry. 

For example Real estate forms, Employment forms, General release bank account, Power of attorney, Joint Venture Agreement, Letter of intent, Last will & testament, Secrecy Agreement, Articles of Incorporation of Company, Agreement with Accountant, Purchase contract, Agreement for permission to sublet and much more.  All business templates are easy to find, crafted by professionals, ready to use, easy to customize and intuitive. Pay close attention to the available legal template by browsing through the list. Take the time to review and choose the variety of legal templates to suits your needs.




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The successful man is the one who finds out what is the matter with his business before his competitors do. | Roy L. Smith