Business Purchase And Sale Agreement Template for Germany

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

2. Real Estate Provisions: Required when business sale includes property transfers

3. Intellectual Property Assignment: Detailed IP transfer provisions when business has significant IP assets

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

5. Data Protection: Detailed GDPR compliance provisions for data-heavy businesses

6. Third Party Consents: When material contracts require consent for transfer

7. Transitional Services: When seller will provide services post-completion

8. Financing Cooperation: When buyer requires seller's cooperation for acquisition financing

1. Business Assets Schedule: Detailed list of all assets included in the sale

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

3. Real Property Schedule: Details of any real estate included in the sale

4. Employee Schedule: List of transferring employees and their key terms

5. Material Contracts Schedule: Key contracts being transferred

6. Intellectual Property Schedule: Details of all IP rights included in the sale

7. Warranties Schedule: Detailed warranties about the business

8. Encumbrances Schedule: List of all encumbrances affecting the business

9. Completion Deliverables Schedule: List of all items to be delivered at completion

10. Purchase Price Allocation Schedule: Breakdown of purchase price allocation for tax purposes

11. Form of Transfer Instruments: Templates for various transfer documents required at completion