Document background
The Merger and Acquisition Term Sheet is a crucial preliminary document used in Dutch M&A transactions to establish the fundamental terms and understanding between parties before proceeding with detailed due diligence and definitive agreements. This document serves as a roadmap for the transaction, incorporating key Dutch legal and regulatory requirements while outlining essential commercial terms such as purchase price, payment structure, and conditions precedent. It is particularly important in the Netherlands due to specific local requirements regarding employee consultation, competition law compliance, and corporate governance standards. While generally non-binding (except for specific provisions like confidentiality and exclusivity), it forms the basis for negotiating the final transaction documents and helps ensure alignment between parties early in the process.
