This document is an optional clause which can be used in a business sale agreement.

Where the purchaser believes that the success of the business is due, in part, to the goodwill that the customers, creditors and suppliers have towards the vendor, it is very important to ensure that the vendor recommends the purchaser to these customers, creditors and suppliers both prior to, and after, completion of the sale of business transaction.

These document clauses set out a process whereby the purchaser can benefit from the vendor’s goodwill.

Using this document

This document clause can be used in a business sale agreement. The clauses can also be inserted into the “Conduct pending Completion” provisions and the “Completion” provisions in the separate precedents “Business sale agreement – sale of assets (short form)” and “Business sale agreement – sale of shares (short form)”.

When inserting this optional clause into an agreement, care must be taken to ensure that the agreement remains consistent. Cross-references, definitions and schedules should all be checked.

This document has been authored for LexisNexis by Jeremy Kriewaldt, Partner, Atanaskovic Hartnell and Elise Margow, Principal, Legally Speaking.

This document is prepared with the assistance of Specialist Editor Murray Landis, Partner, K&L Gates.