Forms and Templates
Legal Documents for Selling a Business
ExitAdviser provides you with a comprehensive, end-to-end collection of contract templates, form letters, valuation spreadsheets, and checklists for sale. Feel free to download, modify, and use the files online or off-line.
1. Checking the Status
A buy-sell agreement, or a buyout agreement, is a common contract between owners of a business. It provides for the sale of an Owner’s shares in a variety of situations: death, retirement, bankruptcy, unresolved conflicts with other owners, etc.Download View online
An advisory and consulting contract outlines the scope of the work, payment schedules, and deadlines when hiring an independent consultant or advisor. This sample template includes a confidentiality clause, indemnification clause, insurance expectations, as well as other key provisions designed to get the job done and protect you and your business.Download View online
After you've decided to sell your business, attention to the details that make up your asking price is important. This is an organized list of criteria that are relevant from a potential buyer's standpoint.Download View online
When selling a business, a clear Communication Plan is essential to avoid information leaking out in an uncontrolled and damaging fashion. Use this template to prepare a professional plan of communication for your business sale.Download View online
2. Preparing for Sale
This is a complete, well-balanced Business Broker Contract to list a business for sale. The agreement addresses interests of both parties to seal a win-win deal between a business owner and a business broker. Use this template to draft your own agreement.Download View online
This open-source MS Excel worksheet utilizes DCF (Discounted Cash Flow) – a widely accepted method among business appraisers to calculate the value of a profitable company. Use this free spreadsheet template to get an idea of how to price your business.Download View online
When selling a business, the Sales Memorandum is a document that owners prepare to introduce the core values of their company to potential buyers. It is also known as the Memorandum of Sale.Download View online
This worksheet provides a comprehensive list of terms and conditions that the parties should consider in the business sale agreement, and the types of documentation the seller should prepare.Download View online
This due diligence checklist serves two purposes: to provide a comprehensive list of possible terms and conditions of the deal and to show the types of documentation the seller should begin preparing for the review.Download View online
This is a general-purpose checklist of terms and questions that need to be addressed in the course of a Due Diligence; i.e., the process of checking everything before selling or buying a business.Download View online
3. Going to Market
This is a sample PowerPoint template to help you present your business for sale. It has 7 slides for expressing the key values of the company. Feel free to download it; then update the file and create your very own version.Download View online
4. Closing the Deal
The purpose of a business-to-business Non-Compete, Non-Solicitation Contract is to restrict the seller from entering into a business which will compete with the buyer after the sale for some period of time, thus protecting the buyer’s post-closing interests.Download View online
When selling or buying a business, use a Non-Disclosure Agreement (NDA) or Confidentiality Agreement (CA) with buyer prospects to keep control of your proprietary information. It helps you protect your business secrets such as customer data and pricing.Download View online
If your intention is to buy a sole-proprietor business, then use this template to write your Letter of Intent to the seller. This is also known as an Offer to Purchase a Business or Proposal to Buy a Business.Download View online
When you're negotiating the sale of an LLC, use a Letter of Intent (proposal). The purpose of this document is to facilitate the start of a deal so that the buyer and seller understand the key business and contractual terms involved. LLC means Limited Liability Company.Download View online
A Letter of Intent is provided by the buyer after an initial period of negotiation. This forms the starting point for due diligence, and eventually a legally binding Business Sale Agreement. Use this template to draft your own proposal to purchase a business.Download View online
A Term Sheet establishes general terms for a buy-sell agreement on a business sale. This is also known as Letter of Intent, Proposal to Buy a Business or Purchase Offer.Download View online
A Term Sheet is a nonbinding agreement setting forth the terms and conditions (15) under which a business sale deal will be made. It serves as a template to develop a more detailed and binding legal contract.Download View online
When it's time to sell your sole proprietorship or partnership, a Business Sale Agreement sets down the terms of the sale, including the purchase price and the closing details. Use this template to draft your own contract.Download View online
When it's time to sell your Limited Liability Company (LLC), a Business Sale Agreement sets down the terms of the deal, such as purchase price, payment terms, and the closing details of the transaction.Download View online
A Stock Sale Agreement defines the terms of a business sale where the transaction involves the shares (stock) of the company. This includes the purchase price, closing details, payment, and other key terms of the transaction.Download View online
What if you want to sell your company's assets but not the whole business as an entity? This is a contract template for the sale of assets, both tangible and intangible, of a company. Included is a non-compete clause.Download View online
This is a sample employment agreement that contains all of the important provisions a company or employee might want in their contract. Covered are full-time, part-time, temporary, and seasonal employment types.Download View online
When you sell a business, any existing lease for office space, storage, or shopfront must also change hands. Use this form to prepare an assignment of lease agreement.Download View online
In some cases the buyer of a business may not have all the capital required to pay the full purchase price. An option to solve this problem is called Seller Financing (Owner Financing). This is a loan the seller makes to the buyer to facilitate the sale.Download View online
Selling a business with Seller Financing: the Promissory Note is the instrument that lays out the exact terms of a loan including security, repayment, interest rate, and penalties.Download View online
When closing a business sale, a Bill of Sale is the document that explicitly transfers ownership of the business assets or shares (stock) and acts as a confirmatory receipt for the transaction.Download View online
When closing your business sale, you and the buyer should agree on a closing checklist so you know that all of the bases are covered. The items on an asset sale checklist will vary case by case.Download View online
If you’re selling your LLC or corporation as a business entity, you’ll need to transfer the entity to the buyer at closing. Use this master checklist as a foundation to compile your own list for closing.Download View online
All prices are in U.S. dollars.
Why we use Rich Text Format (RTF)?
The Rich Text Format (RTF) is a file format that was developed by Microsoft for cross-platform document interchange.
- RTF is readable across many programs and platforms. All major word processing applications can read RTF. In addition, desktop database applications, e-mail clients, and operating systems (such as Macintosh, Windows, and Unix) can easily open, read, and save RTF files.
- Whether you use Microsoft Word, Apple Pages, or another word processing application, RTF files are easy to use. You can save a document that was originally in RTF, in any other commonly used format such as docx or pages.
- RTF is virus-free by design. If you send an RTF file by e-mail, you can ensure that harmful macros won't be inadvertently sent to others. And because RTF does not contain macros, it cannot hide any unwanted pieces of software code.
How to edit RTF forms after download
Here are some general instructions about modifying and customizing RTF forms/templates in a word processing application.
- Underlines. Underlines indicate where to enter information. After filling in the needed text, delete the underline. In most word processing applications you can do this by highlighting the underlined portion and typing CTRL-U.
- Bracketed and italicized text. Bracketed and italicized text indicates instructions. Be sure to remove all instructional text before you finalize your document.
- Optional text. Optional text gives you the choice to include or exclude text. Delete any optional text you don’t want to use. Renumber numbered items, if necessary.
- Alternative text. Alternative text gives you the choice between two or more text options. Delete those options you don’t want to use. Renumber numbered items, if necessary.
- Signature lines. Signature lines should appear on a page with at least some text from the document itself.
What is, and how to use a ZIP-file
When you purchase the full package of templates, it comes in the form of a single, "ZIP" type file.
A ZIP file is simply a collection of files that are compressed into a single file for easy transportation.
The easiest way to open a ZIP file is to double-click on it and let your computer show you the files contained inside. In most operating systems, including Windows and Mac OS, ZIP files are handled internally, without the need for any extra software. You can also open a ZIP file on most mobile and tablet devices. iOS users can install iZip for free, and Android users should be able to work with ZIP files via, for example, B1 Archiver or 7Zipper.
Document forms and templates available at ExitAdviser have been prepared for informational purposes only and are not intended to provide, nor should be relied upon for legal advice; no attorney-client relationship is established. You should consult your attorney before engaging in any transaction.