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Buy Sell Agreement Life (Insurance)
"I need a Buy Sell Agreement Life (Insurance) for our four-partner accounting firm in Auckland, with specific provisions for policy coverage of NZD 2 million per partner and quarterly business valuation updates, to be implemented by March 2025."
1. Parties: Identifies all parties to the agreement, including business owners and any corporate entities involved
2. Background: Sets out the context of the agreement, including business ownership details and purpose of the buy-sell arrangement
3. Definitions: Defines key terms used throughout the agreement for clarity and consistency
4. Purchase Obligation: Details the circumstances triggering the buy-sell obligation and the commitment to purchase/sell
5. Life Insurance Requirements: Specifies the requirements for life insurance policies, including coverage amounts and policy maintenance
6. Purchase Price: Establishes the method for determining the purchase price of business interests
7. Payment Terms: Outlines how and when payment will be made, including the use of insurance proceeds
8. Transfer Process: Details the process and requirements for transferring business interests
9. Representations and Warranties: States the parties' representations regarding their authority and capacity to enter the agreement
10. Confidentiality: Establishes obligations regarding confidential information
11. Dispute Resolution: Sets out the process for resolving any disputes under the agreement
12. General Provisions: Contains standard contractual provisions including governing law, notices, and amendments
1. Disability Provisions: Include when parties want to address permanent disability as a trigger event
2. Cross-Purchase vs. Entity Purchase: Include when flexibility is needed in the purchase structure
3. Right of First Refusal: Include when parties want the option to purchase before interests can be sold to third parties
4. Family Transfer Exceptions: Include when allowing certain transfers to family members without triggering buy-sell provisions
5. Tax Provisions: Include when specific tax treatment or consequences need to be addressed
6. Business Continuation: Include when specific provisions for interim business management during the transfer process are needed
7. Competing Business Restrictions: Include when restrictions on competing businesses are desired post-transfer
1. Schedule 1 - Insurance Policy Details: Lists all relevant insurance policies, including policy numbers, insurers, and coverage amounts
2. Schedule 2 - Valuation Method: Detailed methodology for business valuation, including formulae and procedures
3. Schedule 3 - Owner Information: Details of current ownership structure and percentages
4. Schedule 4 - Consent Forms: Standard forms for various consents required under the agreement
5. Appendix A - Calculation Examples: Examples of price calculations under different scenarios
6. Appendix B - Transfer Documentation: Templates for share transfer forms and other required documentation
Authors
Business
Business Day
Business Interest
Buy-Sell Event
Company
Completion Date
Confidential Information
Deceased Owner
Default Event
Encumbrance
Estate
Fair Market Value
Insurance Policy
Insurance Proceeds
Insured Person
Insurer
Life Insurance Benefit
Notice
Owner
Parties
Policy Premium
Purchase Price
Purchaser
Related Party
Remaining Owners
Representative
Sale Interest
Seller
Shareholder
Surviving Owner
Transfer
Transfer Date
Trigger Event
Valuation Date
Valuation Method
Working Day
Definitions
Purchase Obligation
Trigger Events
Insurance Requirements
Policy Maintenance
Premium Payments
Business Valuation
Purchase Price
Payment Terms
Transfer Process
Share Transfer
Completion Requirements
Insurance Proceeds
Rights and Obligations
Representations and Warranties
Confidentiality
Non-Competition
Dispute Resolution
Notices
Assignment
Severability
Entire Agreement
Governing Law
Further Assurance
Costs
Amendments
Force Majeure
Termination
Survival
Professional Services
Manufacturing
Retail
Technology
Healthcare
Construction
Hospitality
Financial Services
Agriculture
Real Estate
Legal Services
Consulting
Legal
Finance
Executive
Risk Management
Compliance
Corporate Governance
Insurance
Treasury
Business Owner
Managing Director
CEO
CFO
Company Director
Corporate Lawyer
Insurance Broker
Risk Manager
Business Advisor
Financial Controller
Estate Planning Attorney
Company Secretary
Shareholder
Business Partner
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