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The Buy Sell Agreement (Insurance) serves as a critical business succession planning tool under Austrian law, particularly suitable for closely-held businesses and partnerships. This document is essential when business owners want to ensure business continuity while providing financial security through insurance funding. It combines elements of both insurance and corporate law, establishing predetermined terms for the transfer of business interests upon specific trigger events such as death, disability, or retirement. The agreement details insurance policy requirements, valuation methods, and transfer procedures, all structured to comply with Austrian legal requirements including the Versicherungsvertragsgesetz (Insurance Contract Act) and relevant corporate regulations. It's particularly valuable for businesses where maintaining control over ownership transition is crucial, and where immediate liquidity might be needed for buying out departing owners' interests.

1. Parties: Identification of all parties to the agreement, including the company, shareholders/owners, and insurance provider

2. Background: Context of the agreement, including company structure and purpose of the buy-sell arrangement

3. Definitions: Detailed definitions of key terms used throughout the agreement

4. Purchase Obligation: Core provisions detailing the obligation to purchase shares upon trigger events

5. Insurance Requirements: Details of required insurance policies, coverage amounts, and maintenance obligations

6. Trigger Events: Comprehensive list of events triggering the buy-sell provisions (death, disability, retirement, etc.)

7. Valuation Method: Agreed method for determining the purchase price of shares

8. Payment Terms: Structure and timing of payments, including insurance proceeds application

9. Rights and Obligations: Ongoing rights and obligations of all parties regarding policy maintenance

10. Term and Termination: Duration of the agreement and circumstances for termination

11. Notices: Requirements for formal communications between parties

12. Governing Law and Jurisdiction: Confirmation of Austrian law application and jurisdiction

13. General Provisions: Standard boilerplate clauses including severability, entire agreement, etc.