Business Acquisition Agreement Template for Hong Kong

1. Employee Matters: Detailed provisions for employee transfers and related obligations - required when employees are being transferred

2. Intellectual Property: Specific provisions for IP transfer and protection - needed when IP is a significant asset

3. Property Matters: Specific provisions for real estate transfer - required when real property is involved

4. Environmental Matters: Environmental warranties and indemnities - needed for businesses with environmental risks

5. Data Protection: Specific provisions for handling personal data - required when significant customer or employee data is involved

6. Regulatory Compliance: Industry-specific regulatory requirements - needed for regulated industries

7. Earn-out Provisions: Structure for additional payments based on future performance - used when price includes contingent payments

8. Break Fee: Provisions for payment if deal fails - used in higher-value transactions with significant due diligence costs

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

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

3. Schedule 3 - Properties: Details of all real estate owned or leased by the business

4. Schedule 4 - Intellectual Property: List of all IP rights owned or used by the business

5. Schedule 5 - Material Contracts: List and details of key business contracts

6. Schedule 6 - Employees: Details of all employees and their terms of employment

7. Schedule 7 - Warranties: Detailed warranties about the business

8. Schedule 8 - Completion Deliverables: List of all documents and items to be delivered at completion

9. Schedule 9 - Sellers' Limitations on Liability: Detailed provisions limiting sellers' liability

10. Appendix A - Form of Transfer Documents: Templates for various transfer documents required at completion

11. Appendix B - Disclosure Letter: Sellers' disclosures against the warranties