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Sample Buy-Sell Agreement

A buy-sell agreement is a legal contract between co-owners of a business that outlines the terms and conditions of a potential sale or transfer of ownership. Having a buy-sell agreement in place is essential for any business partnership, as it can help prevent disputes and ensure a smooth transition of ownership in the event of unexpected situations, such as a partner’s death or disability.

A sample buy-sell agreement is a great way for business owners to get an idea of what their agreement should include. Here are some key elements that a buy-sell agreement typically covers:

1. Triggering events: A buy-sell agreement should specify the events that would trigger a potential sale or transfer of ownership. These can include death, disability, retirement, termination of employment, or voluntary decision to sell.

2. Valuation: The agreement should lay out the valuation method that will be used to determine the value of the business. This can include an agreed-upon formula, an independent appraisal, or a combination of both.

3. Purchase price: Once the valuation has been determined, the agreement should specify the purchase price and the payment terms. This can include the timeframe for payment, whether it will be a lump sum or installment payments, and whether financing will be involved.

4. Restrictions on ownership transfer: The agreement may include restrictions on who can buy the business, such as prohibiting sales to competitors or requiring approval from the remaining owners. This can help protect the business and ensure that ownership remains within the existing partnership.

5. Dispute resolution: The agreement should specify how disputes will be resolved, such as through mediation or arbitration. This can help prevent costly and time-consuming legal battles.

A sample buy-sell agreement can serve as a useful starting point for business owners who are drafting their own agreement, but it’s important to customize the agreement to fit the specific needs of the business. Consulting with a legal professional and ensuring proper understanding of specific details is also important.

Overall, a buy-sell agreement is a crucial component of any business partnership and can help protect the business from unexpected situations. By having a clear agreement in place, business owners can ensure that ownership transfers go smoothly and that all parties involved are protected.