A Term Sheet For Sale Of Business is typically used in the early stages of business acquisition negotiations to document the fundamental understanding between parties. Used extensively in the United States market, it helps parties align on key commercial terms before incurring significant legal costs in preparing detailed transaction documents. While generally non-binding (except for certain provisions like confidentiality), it serves as a roadmap for attorneys drafting the definitive agreements and helps identify potential deal-breakers early in the process.
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1. Parties: Identification of buyer and seller entities, including full legal names and addresses
2. Background: Context of the transaction and brief description of the business being sold
3. Definitions: Key terms used throughout the term sheet
4. Transaction Structure: Whether transaction is an asset sale or stock sale, including basic structure
5. Purchase Price: Proposed purchase price, payment terms, and any adjustments
6. Closing Conditions: Key conditions that must be met before the transaction can close
7. Due Diligence: Scope and process for buyer's due diligence investigation
8. Timing: Expected timeline for due diligence, definitive agreements, and closing
9. Confidentiality: Provisions regarding confidentiality of negotiations and information
10. Binding Effect: Which provisions are binding vs. non-binding
1. Employee Matters: Terms regarding employee transition and treatment, used when workforce transfer is significant
2. Intellectual Property: Special provisions for IP assets, used when intellectual property is material to the business
3. Environmental Matters: Special provisions for environmental compliance, used for businesses with environmental exposure
4. Regulatory Approvals: Section covering required regulatory approvals, used for regulated industries or large transactions
5. Real Estate: Special provisions for real property assets, used when real estate is material to the transaction
1. Schedule A - Key Assets: Preliminary list of material assets included in the transaction
2. Schedule B - Excluded Assets: Preliminary list of assets explicitly excluded from the transaction
3. Schedule C - Key Contracts: List of material agreements requiring assignment or consent
4. Schedule D - Required Consents: Preliminary list of third-party and regulatory approvals needed
5. Schedule E - Key Employees: List of key employees and proposed treatment
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