The Asset Purchase Term Sheet is a crucial preliminary document used in Canadian business transactions to establish the fundamental terms and conditions for asset acquisitions. It serves as a roadmap for the transaction and subsequent definitive agreements, typically employed during the initial stages of negotiations between parties. The document outlines essential elements such as asset identification, pricing, payment terms, and conditions precedent, while considering both federal and provincial legal requirements. While generally non-binding (except for specific provisions), it demonstrates serious intent and commitment from both parties to pursue the transaction. The term sheet helps streamline negotiations, reduce misunderstandings, and provide a clear framework for legal counsel to draft the final asset purchase agreement. It's particularly valuable in complex transactions where multiple assets, regulatory considerations, or sophisticated commercial terms are involved.
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Your data doesn't train Genie's AI
You keep IP ownership of your docs
1. Parties: Identification of the seller and purchaser, including full legal names and jurisdiction of incorporation
2. Background: Brief context of the proposed transaction and relationship between the parties
3. Definitions: Key terms used throughout the term sheet
4. Purchase Assets: Description of the assets to be purchased and any excluded assets
5. Purchase Price: The proposed consideration and payment terms, including any adjustments
6. Payment Terms: Structure and timing of payments, including any deposits or escrow arrangements
7. Closing Conditions: Key conditions that must be satisfied before the transaction can close
8. Due Diligence: Scope and timeline for due diligence investigation
9. Timing: Proposed timeline for definitive agreement and closing
10. Confidentiality: Terms regarding the confidential treatment of information exchanged
11. Exclusivity: Period during which seller will not negotiate with other parties
12. Binding Effect: Statement of which provisions are binding and non-binding
1. Employee Matters: Terms regarding the treatment of employees when applicable to asset purchase
2. Environmental Matters: Special provisions for transactions involving real estate or environmental risks
3. Intellectual Property: Specific terms for IP transfer when intellectual property is a key asset
4. Regulatory Approvals: Required approvals section when transaction is subject to regulatory oversight
5. Tax Structure: Outline of proposed tax treatment when tax planning is crucial to the transaction
6. Transition Services: Terms for post-closing services provided by seller when needed for business continuity
7. Financing Contingency: Terms related to purchaser's financing when purchase is subject to financing
8. Real Estate Matters: Special provisions when real estate assets are involved
1. Asset Schedule: Preliminary list of major assets to be purchased
2. Price Adjustment Mechanism: Detailed methodology for purchase price adjustments if complex
3. Key Contracts: List of material contracts to be assigned
4. Required Consents: List of third-party consents needed for the transaction
Find the exact document you need
Real Estate Purchase Letter Of Intent
A preliminary, typically non-binding document outlining proposed terms for a real estate purchase transaction in Canada, serving as a framework for negotiation and subsequent formal agreement.
Download
Merger And Acquisition Agreement
A Canadian law-governed agreement detailing terms and conditions for merging or acquiring businesses, ensuring compliance with federal and provincial regulations.
Download
Buyout Term Sheet
A preliminary document under Canadian law outlining key terms and conditions for a proposed acquisition or buyout transaction.
Download
Business Acquisition Agreement
A Canadian law-governed agreement documenting the terms and conditions for the purchase and sale of a business, including all essential transaction elements and regulatory requirements.
Download
Asset Purchase Term Sheet
A preliminary document under Canadian law that outlines key terms and conditions for an asset purchase transaction, serving as the basis for a definitive agreement.
Download
Asset Acquisition Agreement
A Canadian law-governed agreement documenting the purchase and sale of business assets, including terms, conditions, and regulatory compliance requirements.
Download
Acquisition Purchase Agreement
A Canadian-law governed agreement detailing the terms and conditions for the purchase and sale of a business, including price, warranties, and closing conditions.
Download
Acquisition Non Compete Agreement
A Canadian legal agreement that restricts sellers from competing with a business following its acquisition, structured to comply with federal and provincial requirements.
Download
Share Acquisition Agreement
A Canadian-law governed agreement documenting the sale and purchase of shares between parties, including transaction terms, warranties, and closing conditions.
Download
Letter Of Intent To Purchase Business
A Canadian-compliant preliminary document outlining the proposed terms and conditions for a business acquisition, serving as a framework for the final purchase agreement.
Download
ұԾ’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; ұԾ’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it