Business Sale Contract for Nigeria

Business Sale Contract Template for Nigeria

A comprehensive legal agreement governed by Nigerian law that facilitates the sale and purchase of a business, whether as a share sale or asset sale. The document outlines all aspects of the transaction including the purchase price, payment terms, warranties, indemnities, and completion mechanics. It ensures compliance with Nigerian corporate law, tax regulations, and other relevant legislation while protecting both parties' interests through detailed provisions covering assets, liabilities, employees, and post-completion obligations.

Your data doesn't train Genie's AI

You keep IP ownership of your information

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Download a Standard Template

4.6 / 5
4.8 / 5
Access for free
OR

Alternatively: Run an advanced review of an existing
Business Sale Contract

Let Genie AI's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
Upload your Doc

What is a Business Sale Contract?

The Business Sale Contract is a crucial document used in Nigerian business transactions when one party wishes to sell their business enterprise to another party. This comprehensive agreement is essential for both asset sales and share sales, ensuring compliance with Nigerian legislation including the Companies and Allied Matters Act (CAMA) 2020, relevant tax laws, and employment regulations. The document covers all aspects of the transaction from initial sale terms through to post-completion obligations, including detailed provisions for assets, liabilities, employees, warranties, and indemnities. It's particularly important in protecting both parties' interests while ensuring a smooth transfer of business ownership within the Nigerian legal framework. The contract's structure accommodates various business sizes and complexities, making it suitable for both straightforward and sophisticated business sales.

What sections should be included in a Business Sale Contract?

1. Parties: Identification and details of the seller and buyer, including registration numbers and addresses

2. Background: Context of the sale, brief description of the business, and purpose of the agreement

3. Definitions: Detailed definitions of terms used throughout the agreement

4. Sale and Purchase: Core terms of the business sale, including what is being sold and purchase price

5. Purchase Price and Payment: Detailed payment terms, including payment method, installments if any, and adjustments

6. Conditions Precedent: Conditions that must be satisfied before completion of the sale

7. Pre-Completion Obligations: Seller's obligations in running the business before completion

8. Completion: Details of the completion process, timing, and deliverables

9. Seller's Warranties: Warranties regarding the business, assets, employees, and liabilities

10. Buyer's Warranties: Warranties from the buyer regarding authority and ability to complete the purchase

11. Indemnities: Protection against specific identified risks and liabilities

12. Restrictive Covenants: Non-compete and non-solicitation provisions

13. Confidentiality: Obligations regarding confidential information

14. Employees: Treatment of employees and associated liabilities

15. Tax Matters: Tax-related provisions and allocations of tax liabilities

16. Governing Law and Jurisdiction: Nigerian law as governing law and jurisdiction for disputes

17. General Provisions: Standard boilerplate clauses including notices, amendments, and entire agreement

What sections are optional to include in a Business Sale Contract?

1. Intellectual Property: Required when the business has significant IP assets to be transferred

2. Property Matters: Needed when real property forms part of the sale

3. Environmental Matters: Required for businesses with environmental impacts or liabilities

4. Data Protection: Necessary when the business handles significant personal data

5. Regulatory Compliance: Required for heavily regulated industries

6. Foreign Investment Provisions: Needed when the buyer is a foreign entity

7. Earn-out Provisions: Used when part of the purchase price is contingent on future performance

8. Post-Completion Services: Required when the seller will provide transition services

9. Brand License: Needed when the seller retains brand ownership but grants usage rights

What schedules should be included in a Business Sale Contract?

1. Schedule 1 - Business Assets: Detailed list of all assets included in the sale

2. Schedule 2 - Excluded Assets: List of assets specifically excluded from the sale

3. Schedule 3 - Properties: Details of all real property involved in the sale

4. Schedule 4 - Intellectual Property: List of all IP rights being transferred

5. Schedule 5 - Employee Information: Details of all employees and their terms of employment

6. Schedule 6 - Material Contracts: List of key contracts being transferred

7. Schedule 7 - Warranties: Detailed warranties given by the seller

8. Schedule 8 - Completion Deliverables: List of all documents and items to be delivered at completion

9. Schedule 9 - Permitted Encumbrances: List of permitted liens or encumbrances on assets

10. Appendix A - Completion Accounts: Pro forma completion accounts and adjustment mechanisms

11. Appendix B - Tax Covenant: Detailed tax-related provisions and indemnities

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Nigeria

Publisher

Genie AI

Document Type

Purchase Agreement

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Manufacturing

Retail

Technology

Healthcare

Real Estate

Hospitality

Financial Services

Professional Services

Agriculture

Construction

Energy

Mining

Transportation

Education

Telecommunications

Relevant Teams

Legal

Finance

Corporate Development

Mergers & Acquisitions

Executive Leadership

Tax

Compliance

Risk Management

Operations

Business Development

Corporate Secretariat

Relevant Roles

Chief Executive Officer

Managing Director

Chief Financial Officer

General Counsel

Legal Director

Corporate Lawyer

Business Development Director

Mergers & Acquisitions Manager

Company Secretary

Finance Director

Commercial Director

Operations Director

Tax Manager

Risk Manager

Compliance Officer

Business Owner

Investment Manager

Corporate Finance Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Investment Agreement Between Individual And Individual

A Nigerian law-governed agreement establishing investment terms and conditions between two individuals, including investment amount, returns, rights, and obligations.

find out more

Bike Purchase Agreement

A Nigerian law-governed agreement for the sale and purchase of a bike, outlining terms, conditions, and ownership transfer requirements.

find out more

Automobile Purchase Agreement

A Nigerian law-governed agreement for the sale and purchase of an automobile, detailing vehicle specifications, price, and ownership transfer terms.

find out more

Agreement Of Purchase

A Nigerian law-governed agreement that documents the terms and conditions for the sale and purchase of goods, assets, or property between parties.

find out more

Vehicle Purchase Agreement Form

A Nigerian law-governed agreement that formalizes the sale and purchase of vehicles, including essential terms and conditions for ownership transfer.

find out more

House Offer To Purchase

A formal offer document under Nigerian law outlining terms and conditions for purchasing residential property, including price and essential transaction details.

find out more

Equity Investment Contract

A Nigerian law-governed agreement documenting terms and conditions for equity investment in a company, including share allocation, shareholder rights, and protective provisions.

find out more

Letter Of Intent To Purchase Goods

A preliminary document under Nigerian law outlining the proposed terms for purchasing goods, serving as a framework for negotiating a final purchase agreement.

find out more

Agreement For Advance Payment For Purchase Of Land

Nigerian law-governed agreement documenting terms and conditions for advance payment in land purchase transactions, securing parties' interests before final property transfer.

find out more

Contract For Selling A Car With Payments

A Nigerian law-governed agreement for the sale of a vehicle with installment payments, detailing vehicle specifications, payment terms, and ownership transfer conditions.

find out more

Agreement For Advance Payment For Purchase Of House

A Nigerian legal agreement governing advance payments for house purchases, detailing payment terms and property transfer conditions under Nigerian law.

find out more

Shares Agreement

A Nigerian law-governed agreement establishing terms for share ownership, transfer, and shareholder rights within a company under CAMA 2020.

find out more

Car Lease To Own Agreement

A Nigerian law-governed agreement establishing terms for vehicle lease-to-own arrangements, including payment terms and ownership transfer conditions.

find out more

Equipment Purchase Contract

Nigerian law-governed agreement for equipment purchase, detailing specifications, price, warranties, and compliance requirements.

find out more

Business Sale Contract

A Nigerian law-governed agreement for the sale and purchase of a business, detailing transaction terms, warranties, and completion requirements.

find out more

Public Offer Agreement

A legally binding agreement governing public securities offerings in Nigeria, compliant with Nigerian securities laws and SEC regulations.

find out more

Buyback Agreement

A Nigerian law-governed agreement establishing terms for repurchasing assets, securities, or goods previously sold, ensuring compliance with local regulatory requirements.

find out more

Vehicle Hire Purchase Agreement

A Nigerian law-governed agreement for the purchase of vehicles through installment payments, with ownership transferring upon final payment.

find out more

Lease Agreement With Option To Purchase

Nigerian law-governed agreement combining property lease terms with a purchase option, establishing rights and obligations for both rental period and potential property acquisition.

find out more

Home For Sale By Owner Contract

A legal contract for direct property sale between private parties in Nigeria, compliant with Nigerian property law and the Land Use Act.

find out more

Bike Hire Purchase Agreement

A Nigerian law-governed agreement for the purchase of a bike through installment payments, with ownership transferring upon final payment.

find out more

Artwork Purchase Agreement

A Nigerian law-governed agreement for the sale and purchase of artwork, including authenticity, payment terms, and cultural property compliance requirements.

find out more

Aircraft Sale Agreement

A Nigerian law-governed agreement for the sale and transfer of aircraft ownership, complying with NCAA regulations and civil aviation requirements.

find out more

Agreement For Advance Payment For Purchase Of Goods

Nigerian law-governed agreement establishing terms for advance payment in goods purchase, including payment protection measures and delivery requirements.

find out more

Personal Property Purchase Agreement

A Nigerian law-governed agreement documenting the sale and purchase of personal property, specifying terms, conditions, and parties' rights and obligations.

find out more

Option To Purchase Contract

A Nigerian law-governed agreement granting exclusive rights to purchase specified property at a predetermined price within an agreed timeframe.

find out more

Non Binding Letter Of Intent To Purchase Product

A non-binding document under Nigerian law expressing formal interest in purchasing specific products, outlining basic terms and conditions for potential transaction.

find out more

Dealer Purchase Agreement

A Nigerian law-governed agreement establishing terms between supplier/manufacturer and dealer for product distribution and resale within specified territories.

find out more

Cross Purchase Agreement

A Nigerian law-governed agreement establishing terms for business owners to purchase each other's interests upon specific triggering events.

find out more

Asset Purchase Form

A standardized form for asset purchases in Nigeria, ensuring legal compliance and proper transfer of ownership between parties.

find out more

Seller Financed Purchase Agreement

A Nigerian law-governed agreement where the property seller provides purchase financing to the buyer, combining sale and loan terms.

find out more

Real Estate Contract Agreement

A Nigerian law-governed agreement for the sale and purchase of real estate property, ensuring compliant transfer of ownership and detailing all sale terms and conditions.

find out more

Offer To Purchase And Contract

A Nigerian law-governed document combining property purchase offer and sale agreement, detailing terms and conditions for real estate transactions.

find out more

Letter Of Intent To Buy A Business

A preliminary document under Nigerian law outlining the proposed terms and conditions for acquiring a business, serving as a framework for future negotiations.

find out more

Letter Of Intent For Purchase Order

A preliminary document under Nigerian law that outlines the intention to enter into a formal purchase agreement, detailing key terms and conditions of the proposed transaction.

find out more

High Purchase Agreement Form

A Nigerian law-governed agreement enabling purchase of goods through installments, with ownership transferring upon final payment.

find out more

Basic Real Estate Contract

A standardized real estate sale agreement template compliant with Nigerian law, facilitating property transfers between parties.

find out more

Commercial Property Sale Agreement

A Nigerian law-governed agreement for the sale and purchase of commercial property, ensuring legal compliance and protecting both parties' interests.

find out more

Purchase Agreement For Car Loan

A Nigerian law-governed agreement combining vehicle purchase and loan financing terms, establishing rights and obligations for vehicle acquisition through financial institution funding.

find out more

Car Dealer Purchase Agreement Form

A Nigerian law-governed agreement between a car dealer and purchaser for the sale and purchase of a vehicle, including key terms and conditions.

find out more
See more related templates

Genie’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; Genie’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

2 Docs LeftAccess Now