The Business Transfer Agreement is a crucial document used in German business acquisitions when one entity wishes to transfer its business operations to another. This agreement is particularly significant under German law due to specific legal requirements, especially regarding employee transfers under Section 613a BGB and strict data protection regulations. It is commonly used in various scenarios including corporate restructuring, business unit divestitures, and strategic acquisitions. The document must address numerous aspects including asset transfer, employee rights, liability allocation, warranties, and regulatory compliance, while ensuring adherence to German corporate, employment, tax, and competition laws. The agreement's structure and content are influenced by German legal requirements and business practices, making it distinct from similar agreements in other jurisdictions.
Your data doesn't train Genie's AI
You keep IP ownership聽of your information
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
OR
Let tiktok成人版's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
1. Parties: Identification of the transferor and transferee, including full legal names and registration details
2. Background: Context of the transaction, description of the business being transferred, and purpose of the agreement
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation
4. Sale and Purchase: Core transaction terms including the assets, business and liabilities being transferred
5. Purchase Price: Purchase price, payment terms, adjustments, and calculation mechanisms
6. Conditions Precedent: Conditions that must be satisfied before completion can occur
7. Pre-Completion Obligations: Obligations of both parties between signing and completion, including business conduct requirements
8. Completion: Mechanics of completion, including timing, location, and actions required
9. Employee Matters: Provisions regarding the transfer of employees under Section 613a BGB and related obligations
10. Warranties: Seller's warranties regarding the business, assets, and liabilities being transferred
11. Tax Matters: Tax-related provisions, including allocations, indemnities, and VAT treatment
12. Confidentiality and Announcements: Obligations regarding confidential information and public communications
13. Post-Completion Obligations: Ongoing obligations after completion, including transition services if applicable
14. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes
1. Non-Competition: Restrictions on seller's competing activities - include when seller could potentially compete post-transfer
2. Intellectual Property Rights: Specific provisions for IP transfers - include when significant IP assets are involved
3. Real Estate: Specific provisions for property transfers - include when real estate is a significant part of the transfer
4. Data Protection: Detailed GDPR compliance provisions - include when significant personal data is involved
5. Environmental Matters: Environmental warranties and indemnities - include for businesses with environmental risks
6. Transition Services: Terms for post-completion services - include when seller will provide support post-completion
7. Works Council Provisions: Specific provisions regarding works council involvement - include when works council exists
8. Bank Guarantees: Requirements for bank guarantees - include when payment security is required
1. Business Assets: Detailed list of all tangible and intangible assets being transferred
2. Excluded Assets: List of assets explicitly excluded from the transfer
3. Employees: List of transferring employees and their key employment terms
4. Material Contracts: List of key contracts being transferred
5. Properties: Details of any real estate included in the transfer
6. Intellectual Property: Schedule of IP rights being transferred
7. Warranties: Detailed warranties given by the seller
8. Completion Obligations: Detailed list of documents and actions required at completion
9. Form of Transfer Documents: Templates of various transfer documents required at completion
10. Purchase Price Adjustment: Detailed mechanics for any purchase price adjustments
Relevant legal definitions
Clauses
Relevant Industries
Manufacturing
Retail
Technology
Professional Services
Healthcare
Real Estate
Construction
Hospitality
Automotive
Energy
Financial Services
Telecommunications
Media and Entertainment
Transportation and Logistics
Industrial Services
Relevant Teams
Legal
Finance
Human Resources
Tax
Operations
Compliance
Risk Management
Business Development
Mergers & Acquisitions
Corporate Development
Strategy
Relevant Roles
Chief Executive Officer
Chief Financial Officer
General Counsel
Head of Legal
Corporate Lawyer
M&A Director
Business Development Director
HR Director
Finance Director
Tax Director
Operations Director
Integration Manager
Due Diligence Manager
Compliance Officer
Risk Manager
Commercial Director
Find the exact document you need
Intercompany Services Agreement
German law-governed agreement regulating service provision between related group companies, ensuring regulatory compliance and clear operational framework.
find out more
Notarial Contract
A formally authenticated legal document prepared and executed by a German notary, complying with German civil law requirements.
find out more
Commercial Plowing Contract
German law-governed agreement for professional snow removal and winter maintenance services, establishing service terms, liability, and compliance requirements.
find out more
Security Contract
German law-governed security services agreement compliant with 搂34a GewO, establishing terms for professional security service provision.
find out more
Demolition Contract
German law-governed contract for demolition works, incorporating local construction, safety, and environmental requirements.
find out more
Catering Agreement
A German law-governed agreement establishing terms and conditions for professional catering services, including food preparation, service standards, and regulatory compliance.
find out more
Renovation Contract
A German law-governed contract establishing terms and conditions for property renovation works, including scope, payments, and responsibilities.
find out more
Remodeling Contract
German law-governed contract for property remodeling works, setting out terms between contractor and property owner under BGB provisions.
find out more
Service Of Work Contract
A German law-governed contract (Werkvertrag) for the delivery of specific work results or outcomes, regulated under the German Civil Code.
find out more
Loan Agreement Document
A German law-governed agreement establishing terms for providing and repaying a loan, compliant with BGB requirements and German banking regulations.
find out more
Real Estate Purchase Contract
A notarized contract under German law facilitating the legal transfer of real estate ownership between parties, requiring specific formalities and land registry registration.
find out more
Company Contract Agreement
A German law-governed agreement establishing and regulating business relationships between companies, ensuring compliance with German corporate and commercial laws.
find out more
Web Design Contract
A German law-governed agreement between a web designer and client for website development services, including project scope, deliverables, and compliance requirements.
find out more
Business Transfer Agreement
A German law-governed agreement for the comprehensive transfer of a business or business unit, including assets, employees, and operational elements.
find out more
Cleaning Contract
A German law-governed agreement establishing terms and conditions for professional cleaning services, including service scope, standards, and regulatory compliance.
find out more
Snow Removal Contract
German law-compliant contract template for professional snow removal services, incorporating local safety regulations and liability requirements.
find out more
Vendor Procurement Agreement
A German law-governed agreement establishing terms and conditions for procurement of goods/services between an organization and its vendor.
find out more
Roofing Contract
A German law-governed contract for roofing works, incorporating BGB requirements and construction industry standards.
find out more
Lawn Care Contract
A German law-governed agreement for professional lawn care services, compliant with BGB requirements and environmental regulations.
find out more
Car Rental Agreement Between Friends
A German law-compliant agreement for temporary vehicle rental between friends, incorporating essential legal protections and responsibilities.
find out more
Contract Management Plan
A strategic document outlining contract lifecycle management processes and compliance requirements under German law.
find out more
Housekeeping Contract
A German law-governed employment agreement for household staff, detailing terms and conditions of domestic employment.
find out more
Handyman Contract
A German law-governed contract for handyman services, setting out terms for maintenance, repair, or improvement work between contractor and client.
find out more
Delivery Contract
A German law-governed agreement establishing terms and conditions for the supply and delivery of goods, structured according to German Civil and Commercial Code requirements.
find out more
IT Support Contract
A German law-governed agreement establishing terms and conditions for IT support services, including service levels, data protection, and technical support obligations.
find out more
Commercial Cleaning Contract
German law-compliant agreement for commercial cleaning services, establishing terms, conditions, and operational requirements for professional cleaning services.
find out more
Landscaping Contract
A German law-governed contract establishing terms and conditions for landscaping services, compliant with BGB requirements.
find out more
Cleaning Service Agreement
German law-governed agreement establishing terms and conditions for professional cleaning services, including service scope, standards, and regulatory compliance.
find out more
Terms Of Business Agreement
German law-governed Terms of Business Agreement establishing core business relationship framework, compliant with BGB and EU regulations.
find out more
Referral Commission Agreement
A German law-governed agreement establishing terms for business referrals and commission payments between a principal company and referral partner.
find out more
Plumbing Contract
German law-compliant contract template for plumbing services and installations, incorporating BGB requirements and relevant DIN standards.
find out more
Individual Consultant Agreement
A German law-governed agreement establishing terms and conditions between a company and an independent consultant, ensuring compliance with German independent contractor regulations.
find out more
Maintenance Contract
A German law-governed agreement establishing terms and conditions for maintenance services, including service scope, standards, and obligations of both parties.
find out more
HVAC Maintenance Contract
German law-governed agreement for HVAC system maintenance services, including routine maintenance, inspections, and emergency services.
find out more
Subcontractor Agreement For Services
German law-governed agreement between contractor and subcontractor defining service provision terms, obligations, and compliance requirements.
find out more
Terms Of Service Agreement
A German law-compliant Terms of Service Agreement governing service provider-user relationships, adhering to BGB, TMG, and EU regulations.
find out more
Professional Services Contract
German law-governed agreement for professional services provision, compliant with BGB requirements and GDPR.
find out more
Client Service Agreement
A German law-governed agreement establishing terms and conditions for professional service delivery between a service provider and client.
find out more
Consulting Services Agreement
German law-governed agreement establishing terms for consulting services provision, incorporating BGB requirements and modern business needs.
find out more
Directors Service Agreement
A German law-governed agreement establishing the terms and conditions of a director's appointment and service with a company, including rights, duties, and remuneration.
find out more
骋别苍颈别鈥檚 Security Promise
Genie is the safest place to draft. Here鈥檚 how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; 骋别苍颈别鈥檚 AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)