The Business Acquisition Agreement is a fundamental document in Nigerian corporate transactions, used when one company intends to acquire another company or its assets. It serves as the primary transaction document that outlines all aspects of the business acquisition, from purchase price and payment terms to representations, warranties, and post-closing obligations. The agreement must comply with Nigerian legislation including the Companies and Allied Matters Act 2020, Investment and Securities Act 2007, and Federal Competition and Consumer Protection Act 2018. It's particularly crucial in ensuring proper documentation of the transaction structure, risk allocation between parties, and compliance with regulatory requirements. The document typically requires input from various stakeholders and often involves regulatory approvals, especially for transactions meeting certain thresholds under Nigerian law.
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 buyer, seller, and any guarantors or other relevant parties to the agreement
2. Background: Context of the transaction, including brief description of the target business and purpose of the agreement
3. Definitions and Interpretation: Detailed definitions of terms used throughout the agreement and rules of interpretation
4. Sale and Purchase: Core transaction terms including what is being sold (shares/assets), purchase price, and payment terms
5. Conditions Precedent: Conditions that must be satisfied before completion of the transaction
6. Pre-Completion Obligations: Parties' obligations between signing and completion, including conduct of business requirements
7. Completion: Mechanics of completion, including timing, location, and actions required at completion
8. Warranties: Seller's warranties regarding the business, assets, liabilities, and other material aspects
9. Limitations on Seller's Liability: Limitations on warranty claims and other seller liabilities
10. Tax Covenants: Specific provisions relating to tax matters and allocations of tax liabilities
11. Confidentiality and Announcements: Obligations regarding confidential information and public announcements
12. Post-Completion Obligations: Ongoing obligations after completion, including transition services if applicable
13. General Provisions: Standard boilerplate clauses including notices, amendments, governing law, etc.
1. Earn-out Provisions: Include when part of the purchase price is contingent on future performance
2. Employee Matters: Detailed section needed when there are significant employment transfers or restructuring
3. Regulatory Compliance: Required for regulated industries or when specific regulatory approvals are needed
4. Intellectual Property Rights: Detailed section needed when IP assets are a significant part of the transaction
5. Environmental Matters: Include for businesses with significant environmental risks or obligations
6. Real Estate Provisions: Required when significant real estate assets are involved
7. Seller Financing: Include when part of the purchase price is being financed by the seller
8. Non-Competition and Non-Solicitation: Include when restrictions on seller's future activities are required
9. Transitional Services: Required when seller will provide services to buyer post-completion
1. Purchase Price Calculation: Detailed methodology for calculating the final purchase price, including adjustments
2. Completion Obligations: Detailed list of documents and actions required at completion
3. Warranties: Detailed warranties given by the seller regarding the business
4. Disclosure Letter: Seller's disclosures against the warranties
5. Properties: Details of all real estate owned or leased by the target business
6. Intellectual Property: Schedule of all IP rights owned or licensed by the business
7. Material Contracts: List and details of key business contracts
8. Employees: Details of employees, including key terms of employment
9. Accounts: Recent financial statements and management accounts
10. Tax Affairs: Details of tax positions, disputes, and special arrangements
11. Regulatory Permits: List of all regulatory permits and licenses
12. Assets: Detailed list of business assets included in the sale
Find the exact document you need
Deposit Agreement For Business Purchase
A Nigerian law-governed agreement setting out terms for a deposit payment in a business purchase transaction, including payment conditions and regulatory compliance requirements.
Download
Company Sales Agreement
A Nigerian law-governed agreement documenting the sale and purchase of a company, including all transaction terms and regulatory compliance requirements.
Download
Commercial Real Estate Purchase And Sale Agreement
A Nigerian law-governed agreement for the purchase and sale of commercial real estate, detailing terms, conditions, and compliance requirements for property transfer.
Download
Business Buy And Sell Agreement
A Nigerian law-governed agreement facilitating the complete transfer of business ownership between parties, including all terms, conditions, and regulatory compliance requirements.
Download
Commercial Property Purchase Agreement
A legally binding agreement under Nigerian law for the purchase and sale of commercial property, outlining terms, conditions, and regulatory requirements for property transfer.
Download
Contract For Sale Of Business
A Nigerian law-governed agreement for the complete transfer of business ownership, including assets, liabilities, and operational elements from seller to buyer.
Download
Business Sales Agreement
A Nigerian law-governed agreement establishing terms and conditions for the sale of business assets or goods between commercial entities.
Download
Intent To Purchase Business Agreement
A Nigerian law-governed agreement expressing formal intention to purchase a business, subject to conditions and due diligence.
Download
Company Acquisition Agreement
A Nigerian law-governed agreement documenting the terms and conditions for the purchase and sale of a company, ensuring regulatory compliance and protecting parties' interests.
Download
Business Acquisition Letter Of Intent
A preliminary document under Nigerian law outlining the proposed terms and framework for a business acquisition transaction.
Download
Business Acquisition Agreement
A Nigerian law-governed agreement documenting the terms and conditions for acquiring a business, including purchase terms, warranties, and regulatory compliance requirements.
Download
Stock Purchase Letter Of Intent
A preliminary agreement under Nigerian law outlining the proposed terms and conditions for a stock purchase transaction, serving as a framework for future definitive agreements.
Download
Acquisition Letter Of Intent
A preliminary agreement under Nigerian law outlining the proposed terms and conditions for an acquisition, serving as a framework for further negotiations and due diligence.
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
.png)