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Acquisition Term Sheet
"I need an Acquisition Term Sheet under Belgian law for a technology company purchase, where we're acquiring 100% of shares with a planned closing date in March 2025, including specific provisions for intellectual property protection and key employee retention."
1. Parties: Identification of the buyer, seller, and target company, including full legal names and registration details
2. Background: Brief context of the proposed transaction and purpose of the term sheet
3. Definitions: Key terms used throughout the document
4. Transaction Structure: Overview of the proposed transaction structure (share purchase, asset purchase, merger, etc.)
5. Purchase Price: Proposed consideration, including amount, form of payment, and any adjustments
6. Payment Terms: Timeline and method of payment, including any deferred consideration or earnout provisions
7. Key Conditions Precedent: Essential conditions that must be met before the transaction can close
8. Due Diligence: Scope and process for due diligence investigation
9. Exclusivity: Terms of exclusive negotiation period
10. Confidentiality: Confidentiality obligations of the parties
11. Timeline: Proposed schedule for key transaction milestones
12. Binding Effect: Clear statement of which provisions are legally binding and which are non-binding
13. Governing Law: Specification of Belgian law as governing law and jurisdiction
1. Management and Employment: Include when there are specific arrangements for key management retention or employment matters
2. Regulatory Approvals: Include when the transaction requires specific regulatory clearances
3. Intellectual Property: Include when IP assets are a key component of the transaction
4. Real Estate: Include when real estate assets are significant to the transaction
5. Environmental Matters: Include for industries with significant environmental considerations
6. Financing Conditions: Include when the purchase is subject to financing arrangements
7. Post-Closing Covenants: Include when specific post-closing obligations are crucial to the deal
8. Break Fee: Include when parties agree to break fee arrangements
9. Tax Structure: Include when specific tax structuring is crucial to the transaction
1. Corporate Structure Chart: Visual representation of the target company structure
2. Price Calculation Methodology: Detailed explanation of purchase price calculations and adjustments
3. Key Assets Schedule: List of material assets included in the transaction
4. Timeline Schedule: Detailed timeline with specific dates and milestones
5. Due Diligence Requirements: Detailed list of due diligence requirements and documentation
Authors
Agreement
Business Day
Closing
Closing Date
Confidential Information
Consideration
Due Diligence
Encumbrance
Exclusivity Period
Group
Long Stop Date
Material Adverse Change
Purchase Price
Purchase Price Adjustment
Signing Date
Target Company
Target Group
Target Shares
Transaction
Purchaser
Seller
Warranties
Working Capital
Permitted Encumbrances
Related Persons
Completion
Break Fee
Disclosure Letter
Enterprise Value
Equity Value
Key Employees
Material Contracts
Preliminary Purchase Price
Restrictive Covenants
Subsidiaries
Transaction Documents
Works Council
Competition Authority
FSMA
Recitals
Definitions
Transaction Structure
Purchase Price
Payment Terms
Price Adjustment
Conditions Precedent
Due Diligence
Exclusivity
Confidentiality
Non-Solicitation
Non-Competition
Employee Matters
Warranties
Corporate Authority
Regulatory Approvals
Break Fee
Costs
Timeline
Governing Law
Jurisdiction
Binding Effect
Works Council Consultation
Material Adverse Change
Financing
Tax
Intellectual Property
Environmental
Real Estate
Assignment
Notices
Amendments
Entire Agreement
Severability
Technology
Manufacturing
Financial Services
Healthcare
Real Estate
Retail
Energy
Telecommunications
Professional Services
Consumer Goods
Industrial
Media and Entertainment
Agriculture
Construction
Transportation and Logistics
Legal
Finance
Corporate Development
Mergers & Acquisitions
Strategy
Executive Leadership
Business Development
Tax
Corporate Finance
Due Diligence
Integration
Risk Management
Compliance
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Corporate Development Director
M&A Director
Investment Director
Legal Counsel
Financial Controller
Business Development Manager
Strategy Director
Integration Manager
Due Diligence Manager
Transaction Manager
Corporate Finance Manager
Board Member
Find the exact document you need
Business Acquisition Purchase Agreement
A Belgian law-governed agreement documenting the terms and conditions for the sale and purchase of a business, including all essential transaction elements and regulatory compliance requirements.
Acquisition Term Sheet
A preliminary document under Belgian law outlining key terms and conditions for a proposed acquisition transaction.
Acquisition Purchase Agreement
A Belgian law-governed agreement detailing the terms and conditions for the purchase and sale of a business, whether through share or asset acquisition.
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