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Disability Buy Sell Agreement Template for Canada

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Key Requirements PROMPT example:

Disability Buy Sell Agreement

"Need a Disability Buy-Sell Agreement for our three-partner dental practice in Ontario, with specific provisions for partial disability and a requirement that disability insurance coverage must be at least 75% of each partner's annual income."

Document background
A Disability Buy-Sell Agreement is crucial for businesses operating in Canada where multiple owners or partners are involved. This agreement provides a clear framework for business continuation when an owner becomes disabled, preventing potential disputes and ensuring business stability. The document, subject to Canadian federal and provincial legislation, typically includes disability insurance provisions, valuation methods, and transfer procedures. It's particularly important for closely-held businesses and professional practices where owner participation is crucial to success. The agreement addresses both permanent and temporary disability scenarios, insurance funding requirements, and complies with Canadian tax and corporate regulations. This type of agreement should be established when the business is healthy and all owners are active, rather than waiting until a disability occurs.
Suggested Sections

1. Parties: Identification of all business owners/partners who are party to the agreement

2. Background: Context of the business relationship and purpose of the agreement

3. Definitions: Key terms including 'Disability', 'Triggering Event', 'Purchase Price', 'Business Interest'

4. Disability Trigger Events: Specific conditions that constitute a disability event activating the agreement

5. Purchase and Sale Obligations: Mandatory obligations to buy/sell upon disability trigger

6. Valuation Method: Agreed method for determining business interest value

7. Payment Terms: Structure and timing of payment for purchased interests

8. Insurance Provisions: Requirements for disability insurance policies and proceeds

9. Notice Requirements: Procedures for notifying parties of disability events

10. Representations and Warranties: Standard business and legal assurances from all parties

11. General Provisions: Standard clauses including governing law, amendments, notices

12. Execution: Signature blocks and execution requirements

Optional Sections

1. Cross-Purchase vs. Entity Purchase: Used when specifying whether remaining owners or the company itself will purchase the disabled owner's interest

2. Partial Disability Provisions: Include when parties want to address temporary or partial disability scenarios

3. Right of First Refusal: Optional provision giving certain parties priority in purchasing disabled owner's interest

4. Alternative Dispute Resolution: Include when parties prefer specific dispute resolution procedures

5. Family Member Provisions: Used when family members may have special rights or restrictions

6. Competing Business Restrictions: Include when restricting disabled owner's future business activities

7. Tax Allocation Provisions: Used when specific tax treatment is desired for the transaction

Suggested Schedules

1. Schedule A - Insurance Policies: Details of required disability insurance policies including carriers, policy numbers, and coverage amounts

2. Schedule B - Valuation Formula: Detailed methodology for calculating business value

3. Schedule C - Current Business Interests: Current ownership percentages and share details

4. Schedule D - Purchase Price Adjustment: Formula for adjusting purchase price based on specific circumstances

5. Appendix 1 - Medical Evaluation Standards: Criteria for medical determination of disability

6. Appendix 2 - Sample Disability Notice: Template for formal disability notification

7. Appendix 3 - Transfer Documents: Forms required for transferring business interests

Authors

Alex Denne

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

Relevant legal definitions






























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Relevant Industries

Professional Services

Medical Practices

Legal Practices

Accounting Firms

Engineering Firms

Manufacturing

Retail

Technology

Construction

Real Estate

Consulting Services

Family Businesses

Relevant Teams

Legal

Finance

Executive Leadership

Risk Management

Corporate Governance

Business Development

Insurance

Compliance

Treasury

Relevant Roles

Business Owner

Managing Partner

CEO

CFO

Corporate Lawyer

Insurance Broker

Risk Manager

Business Valuator

Financial Advisor

Corporate Secretary

Managing Director

Partner

Shareholder

Board Member

General Counsel

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

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