Standard documents

Standard document share purchase agreement for use in a cross-border private company acquisition where exchange and completion are not simultaneous. Includes full warranties and disclosure schedule. This document assumes that there is a single corporate buyer and a single corporate seller, and that the target company is wholly owned by the seller. This document has been adapted from PLC's UK version to provide a plain English, jurisdiction neutral starting point for local counsel to adapt for use in cross-border private company acquisitions.

Standard document letter of intent, by which the parties outline their intention to buy and sell all the shares in a private company with wholly-owned subsidiaries. This standard document is drafted for a single buyer and a single seller. It includes legally binding provisions relating to the exclusivity of negotiations and costs and assumes that a confidentiality agreement has already been entered into. It has been drafted from the perspective of the buyer. This document is also often referred to as a heads of terms, term sheet or memorandum of understanding. This document has been adapted from PLC’s UK version to provide a plain English, jurisdiction-neutral starting point for local counsel to adapt for use in cross-border transactions.