## 167 Mergers & Acquisitions (M&A) contracts ### Term Sheet (UK) by Seedsummit The Seedsummit Seed Share Term Sheet outlines key terms for an early-stage equity financing round under UK law, covering valuation, liquidation preferences, investor rights, founder vesting, and governance. It provides a model structure for venture capital investment using Series Seed preferred shares, reflecting BVCA-standard provisions and typical UK market practice. ### Short Form Auction Confidentiality Agreement for Buyouts by BVCA The BVCA Short Form Auction Confidentiality Agreement for Buyouts is designed for use in the first round of a buyout auction process, enabling multiple bidders to receive preliminary information under a fair, non-negotiable confidentiality framework. It is part of the BVCA’s widely trusted library of open, lawyer-vetted standard agreements. ### Standard Form Confidentiality Agreement for Buyouts by BVCA The BVCA Standard Confidentiality Agreement for Buyouts is a structured, lawyer-drafted agreement that protects sensitive information shared between buyers and sellers during corporate buyout discussions. It is part of BVCA’s widely trusted library of open, lawyer-vetted standard agreements. ### Model PIPE Form of Common Warrant (US Issuer) (NVCA) This is a model form of a common stock warrant, typically used in Private Investment in Public Equity (PIPE) financings. It grants the holder the right to purchase a specified number of common shares from the issuing company at a predetermined exercise price. The document includes detailed provisions for issuance, transfer, exercise, adjustments for corporate events, and limitations on exercise. ### Share Sale Plan Template This document is a share sale plan template, outlining the key steps and responsibilities involved in a share sale transaction. It details the sequence of events from settlement agreements and SPA approval to completion, payment, and transfer of shares and director changes. The plan provides a timeline for each action, helping to manage the process efficiently. ### Standard Form Confidentiality Agreement for Buyouts by BVCA This document is a standard confidentiality undertaking, often referred to as a non-disclosure agreement, designed for a prospective buyer in the context of a potential acquisition. It outlines the buyer's obligations regarding the use and disclosure of confidential information provided by the seller for the purpose of evaluating the proposed transaction. The agreement also includes clauses on non-solicitation of employees and customers, data protection, and governing law. ### Free Business Sale Agreement Template: Simplify Your Business Transfer Process This Business Sale Agreement outlines the terms and conditions for the sale and purchase of an existing business. It details the purchase price, payment methods, asset transfer, and includes warranties from both the Seller and Buyer. The agreement also specifies conditions precedent that must be fulfilled before the sale is finalized. ### Business Sale Agreement by EasyLegalDocs This Business Sale Agreement outlines the terms for the sale and transfer of a business from a seller to a buyer. It details the purchased and excluded assets, the total purchase price, payment terms, and closing procedures. The agreement also includes standard clauses for representations, warranties, non-compete, confidentiality, indemnification, and general legal provisions. ### Free Business Sale Agreement Template: Simplify Your Business Transfer Process This Business Sale Agreement outlines the terms and conditions for the sale and purchase of a business, including the purchase price, payment terms, and closing procedures. It details warranties made by both the Seller and Buyer, and specifies conditions precedent for the agreement's completion. The document also addresses employee matters and governing law. ### Share Purchase Agreement This Share Purchase Agreement template outlines the terms for the sale and purchase of the entire issued share capital of a private company. It details the obligations of both the sellers and the buyer, including consideration, conditions for completion, pre-completion undertakings, and warranties related to the shares and the company's assets, particularly its software. The agreement also includes restrictive covenants and provisions for liability and indemnity. ### Closing Board Meeting Protocol This document is a template for the minutes of a board of directors meeting. Its primary purpose is to formally record the approval of a company's sale of its entire issued share capital to a buyer. This includes resolutions for the transfer of shares, the appointment and resignation of directors, updates to bank mandates, and necessary company filings. ### Business Sale Agreement - Free Legal Template This Business Sale Agreement template outlines the terms and conditions for the sale and purchase of an existing business. It details the purchase price, payment methods, asset transfer, and includes warranties from both the seller and the buyer. The agreement also specifies conditions precedent for the sale's completion and provisions regarding employees. ### Business Sale Agreement - Free Legal Template This Business Sale Agreement outlines the terms and conditions for the sale and purchase of a business, including its goodwill, assets, and internet properties. It details the purchase price, payment terms, closing procedures, and warranties provided by both the Seller and the Buyer. The agreement also includes conditions precedent that must be fulfilled before completion. ### SAFE: MFN, no Valuation Cap, no Discount (US) by Y Combinator This Simple Agreement for Future Equity (SAFE) is an investment instrument used by startups to raise capital. It grants an investor the right to receive shares of the company's capital stock in the future, typically upon an equity financing round or a liquidity event. The SAFE outlines terms for conversion, liquidation priority, and representations by both the company and the investor.