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Acquisition Term Sheet
I need an Acquisition Term Sheet under Danish law for the purchase of a medium-sized Copenhagen-based software company, with expected closing in March 2025 and including provisions for key employee retention and intellectual property protection.
1. Parties: Identification of the buyer(s) and seller(s), 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: Description of the proposed acquisition structure (share purchase, asset purchase, merger, etc.)
5. Purchase Price: Details of the consideration, including amount, form of payment, and any adjustments
6. Payment Terms: Timing and method of payment, including any deferred considerations or earn-outs
7. Key Conditions Precedent: Essential conditions that must be satisfied before closing
8. Due Diligence: Scope and process for buyer's investigation of the target
9. Exclusivity: Terms and duration of any exclusive negotiation period
10. Confidentiality: Obligations regarding confidential information exchange
11. Timing: Expected timeline for definitive agreements and closing
12. Binding Effect: Specification of which provisions are binding and non-binding
13. Governing Law: Specification of Danish law as governing law and jurisdiction
1. Management and Employment: Include when there are specific arrangements for key management retention or employment matters
2. Warranties and Indemnities: Include when parties want to outline key warranties or indemnification principles
3. Post-Closing Covenants: Include when there are important post-closing obligations to be highlighted
4. Break Fee: Include when parties agree to break fees or termination payments
5. Regulatory Approvals: Include when the transaction requires specific regulatory clearances
6. Financing: Include when the transaction involves external financing arrangements
7. Tax Structure: Include when there are specific tax considerations to be addressed
8. Non-Compete: Include when non-competition restrictions are part of the transaction
1. Corporate Structure: Diagram or description of the target company structure
2. Purchase Price Calculation: Detailed methodology for price calculations or adjustments
3. Key Assets: List of material assets included in the transaction
4. Transaction Timeline: Detailed timeline of key dates and milestones
5. Material Contracts: List of key contracts requiring attention or consent
Authors
Agreement
Board
Business Day
Closing
Closing Date
Confidential Information
Consideration
Danish Companies Act
Due Diligence
Effective Date
Encumbrance
Exclusivity Period
Group
Long Stop Date
Material Adverse Change
Purchase Price
Purchase Price Adjustment
Shares
Signing Date
Target Company
Target Group
Transaction
Transaction Documents
Working Capital
Warranties
Deal Structure
Purchase Price
Payment Terms
Conditions Precedent
Due Diligence
Exclusivity
Timing and Process
Warranties and Indemnities
Management and Employment
Non-Competition
Break Fee
Regulatory Approvals
Binding Effect
Governing Law and Jurisdiction
Transaction Costs
Board Composition
Shareholder Rights
Post-Closing Covenants
Employee Matters
Tax Considerations
Dispute Resolution
Announcements
Termination Rights
Technology
Manufacturing
Renewable Energy
Healthcare
Financial Services
Professional Services
Real Estate
Consumer Goods
Industrial
Life Sciences
Maritime
Agriculture
Clean Technology
Retail
Transportation & Logistics
Legal
Finance
Corporate Development
Mergers & Acquisitions
Executive Leadership
Strategy
Business Development
Investment
Corporate Secretariat
Risk & Compliance
Tax
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
General Counsel
Corporate Development Director
M&A Director
Investment Director
Business Development Manager
Legal Counsel
Corporate Lawyer
Transaction Manager
Finance Director
Board Member
Managing Director
Investment Manager
Private Equity Partner
Find the exact document you need
Asset Acquisition Agreement
Danish law-governed agreement for the transfer of assets between parties, detailing terms, conditions, and obligations of the asset acquisition.
Acquisition Term Sheet
A preliminary document under Danish law outlining key terms and conditions for a proposed acquisition transaction, serving as the basis for definitive agreements.
Acquisition Purchase Agreement
Danish law-governed agreement detailing terms and conditions for business acquisition, including purchase price, warranties, and closing conditions.
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