Business Acquisition Contract Template for Australia

1. Employee Matters: Used when employees are transferring with the business, covering transfer terms and entitlements

2. Intellectual Property: Detailed IP provisions when the business has significant IP assets

3. Property Leases: Required when business premises are leased and need to be assigned or new leases arranged

4. Environmental Matters: Important for businesses with environmental risks or compliance obligations

5. Change of Control Provisions: Needed when key contracts require consent for change of control

6. Earn-out Provisions: Used when part of the purchase price is contingent on future performance

7. Working Capital Adjustment: Required when purchase price includes working capital adjustment mechanism

8. Tax Indemnities: Detailed tax provisions for complex transactions or where specific tax risks exist

9. Parent Company Guarantee: When parent company guarantee is required for purchaser's obligations

10. Break Fee: Used in larger transactions where abort costs need to be covered

1. Asset Register: Detailed list of assets included in the sale

2. Excluded Assets: List of assets specifically excluded from the sale

3. Contract List: Schedule of material contracts being transferred

4. Employee Information: Details of transferring employees and their entitlements

5. Properties: Details of owned or leased properties

6. Intellectual Property: Schedule of IP rights including registrations and licenses

7. Completion Deliverables: List of documents and items to be delivered at completion

8. Warranties: Detailed warranties about the business

9. Permitted Encumbrances: List of permitted encumbrances on assets or shares

10. Working Capital Statement: Format and calculation methodology for working capital

11. Form of Transfer Documents: Pro forma transfer documents required at completion

12. Disclosed Matters: Specific disclosures against warranties