Create a bespoke document in minutes, Â or upload and review your own.
Get your first 2 documents free
Your data doesn't train Genie's AI
You keep IP ownership of your information
Management Buyout Agreement
1. Parties: Identification of all parties including the selling shareholders, purchasing management team, and the target company
2. Background: Context of the transaction, current ownership structure, and purpose of the MBO
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Sale and Purchase: Core transaction terms including shares/assets being transferred and purchase price
5. Purchase Price and Payment Terms: Detailed breakdown of consideration, payment structure, and any earn-out mechanisms
6. Conditions Precedent: Conditions that must be satisfied before completion can occur
7. Pre-Completion Obligations: Obligations of all parties between signing and completion
8. Completion Mechanics: Detailed process for closing the transaction
9. Warranties and Representations: Standard warranties from sellers and management team buyers
10. Limitations on Liability: Caps, thresholds, and time limits for warranty claims
11. Post-Completion Obligations: Ongoing obligations after completion including any transitional arrangements
12. Confidentiality: Obligations regarding transaction confidentiality and company information
13. Non-Competition and Non-Solicitation: Restrictions on sellers' future activities
14. Announcements and Publicity: Rules for public communications about the transaction
15. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes
1. Management Incentive Arrangements: Details of any management incentive schemes to be implemented post-completion
2. External Financing Arrangements: Include if the MBO involves external debt financing or complex funding structures
3. Tax Covenant: Detailed tax indemnities and processes, particularly important for larger transactions
4. Property Matters: Specific provisions if real estate is a significant part of the business
5. Intellectual Property Rights: Detailed IP provisions if IP is crucial to the business
6. Employee Matters: Specific provisions for employee transfers or consultations if required
7. Environmental Matters: Include for businesses with significant environmental risks or obligations
8. Pensions: Required if the company has significant pension arrangements
9. Parent Company Guarantee: Include if any party's obligations are guaranteed by a parent company
10. Earn-out Provisions: Detailed provisions if part of the consideration is performance-based
1. Share Capital and Shareholders: Details of current and post-completion share capital structure
2. Properties: List and details of company properties
3. Intellectual Property: Schedule of IP rights owned or licensed by the company
4. Employee Information: Details of key employees and their terms of employment
5. Material Contracts: List and summary of important commercial contracts
6. Completion Deliverables: List of documents and actions required at completion
7. Warranties: Detailed warranties given by the sellers
8. Tax Covenant: Detailed tax indemnity provisions
9. Company Accounts: Recent financial statements and management accounts
10. Financing Term Sheet: Summary of any external financing arrangements
Authors
Find the exact document you need
Download our whitepaper on the future of AI in Legal
³Ò±ð²Ô¾±±ð’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; ³Ò±ð²Ô¾±±ð’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
Our bank-grade security infrastructure undergoes regular external audits
We are ISO27001 certified, so your data is secure
Organizational security
You retain IP ownership of your documents
You have full control over your data and who gets to see it
Innovation in privacy:
Genie partnered with the Computational Privacy Department at Imperial College London
Together, we ran a £1 million research project on privacy and anonymity in legal contracts
Want to know more?
Visit our for more details and real-time security updates.
Read our Privacy Policy.