Business Transfer / Takeover Agreement Template

BUSINESS TRANSFER / TAKEOVER AGREEMENT TEMPLATE FAQ

What is a Business Transfer / Takeover Agreement?

A Business Transfer / Takeover Agreement is a contract in which a seller agrees to transfer a business (as a going concern) to a buyer. It typically covers the assets, goodwill, business name, contracts, and other items being transferred, along with the purchase price, liabilities, and takeover date.

When should you use this Business Transfer / Takeover Agreement template?

You can use this template when one party is buying an existing business operation, such as a shop, café, small company, or service business, including its assets and goodwill. It works best when the buyer and seller want a clear written agreement for the sale, but do not need a highly complex, lawyer-drafted asset purchase contract.

What does a Business Transfer / Takeover Agreement usually include?

A typical business takeover agreement identifies the parties, describes the business, lists the assets being transferred, sets out the purchase price and payment terms, explains which liabilities (if any) are assumed, covers employees and key contracts, and includes completion, non-compete, and confidentiality clauses.

Does the buyer automatically take over all debts and liabilities with the business?

Not necessarily. Many business sale agreements state that only specified liabilities are assumed and that all other debts remain with the seller. This template includes sections for “Assumed Liabilities” and “Excluded Liabilities” so the parties can clearly define what the buyer will and will not take over.

Should a Business Transfer / Takeover Agreement include a non-compete clause?

Often yes. Buyers usually want the seller to agree not to compete with the business for a certain time, in a defined area, and in the same line of business. This template includes a non-compete and non-solicitation section that you can adapt to local law and commercial needs.

Can AI Lawyer help me customize this Business Transfer / Takeover Agreement?

Yes. AI Lawyer can help you fill in this template with your party details, business description, asset list, price, and takeover terms so you have a clear, structured agreement ready for review and signing.