Jurisdiction(s):
United Kingdom

Related legal acts

Key definition

Buyout definition

What does Buyout mean? In corporate practice, a buyout is the acquisition of a company or of a controlling interest in its shares, giving the buyer effective control of the target. It is a market term used in M&A and private equity rather than one defined by statute or case law. Common forms are the management buyout (MBO), where existing managers take control (often with private equity funding), and the leveraged buyout (LBO), where a sponsor acquires control using significant third‑party acquisition debt, typically secured on the target group. Other variants include management buy‑in (MBI), secondary buyouts between sponsors, carve‑outs...

Management sellers’ contribution deed for buyout: allocation of SPA/Tax Deed liabilities, claims handling and retention (England and Wales)

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Precedents

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This Deed is made on [ insert day and month ] in year 20[ insert year ]

Parties

The persons named in the Schedule, with their addresses, (together, the Sellers and each individually a Seller).

background:

The Sellers have concluded, or will shortly conclude, the SPA with the Buyer in respect of their disposal of the Company’s [ entire issued share capital ]. [ The parties have likewise concluded or will shortly conclude the Tax Deed. ]
The Sellers have agreed to set out and regulate the manner in which Claims are handled and resolved under the SPA [ and Tax Deed ] and to apportion between themselves their liabilities arising from any Claim in accordance with the terms of this Deed...

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Web page updated on 22/05/2026

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