Buyout Agreement Template for Hong Kong

1. Employee Matters: Provisions regarding the transfer and retention of employees, to be included when employees are being transferred

2. Intellectual Property: Specific provisions for IP transfer and protection, necessary when significant IP assets are involved

3. Real Estate: Provisions regarding property transfer or assignment of leases, required when real estate is part of the transaction

4. Tax Covenant: Detailed tax-related provisions and indemnities, important for tax-heavy transactions

5. Earn-out Provisions: Structure for additional payments based on future performance, used when part of purchase price is contingent

6. Environmental Matters: Environmental warranties and indemnities, necessary for businesses with environmental risks

7. Data Protection: Provisions regarding transfer and protection of personal data, required when significant customer or employee data is involved

8. Transitional Services: Terms for post-completion services provided by seller, needed when operational continuity support is required

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

2. Schedule 2 - Properties: Details of any real estate or leases being transferred

3. Schedule 3 - Intellectual Property: List of all IP rights being transferred

4. Schedule 4 - Employees: List of transferring employees and their key employment terms

5. Schedule 5 - Material Contracts: List of key contracts being transferred

6. Schedule 6 - Completion Obligations: Detailed list of actions required at completion

7. Schedule 7 - Warranties: Detailed warranties given by the seller

8. Schedule 8 - Properties: Details of real estate assets or leases

9. Appendix A - Completion Accounts: Pro forma completion accounts and accounting principles

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