The Business Sale and Purchase Agreement contains basic terms for a sale of the assets of a business on a going concern basis.  The 14 clauses deal with matters such as the assets to be transferred, the consideration to be paid (and the valuation of stock), arrangements on completion, transfer of contracts and staff, apportionment of rates, warranties, confidentiality, etc. 

The contract is used when the owner of a business wants to sell it to a third party for an agreed price.  In reality, it is the assets of the business that are being sold - not only physical stock and equipment but intangibles such as goodwill and the existing contracts with suppliers and customers, etc. Business premises and employees may also be included.

This contract is suitable as a template either for the sale of a small business which is not established as a limited company or for the sale of stock and other assets by a limited company.

Parties
Clauses

1. Definitions
2. Sale and Purchase
3. Consideration
4. Conduct of Business before completion
5. Completion
6. Action after completion
7. Debts & Liabilities

8. Contracts & Employees
9. Apportionments
10. Warranties
11. Confidentiality
12. General provisions
13. Notices
14. Law and Jurisdiction

Signatures
Schedules