Acquisition Contract Template 2026

Identification of the Parties and Definitions

• Clearly defines the Acquirer and Vendor, including their legal names and addresses.
• Provides precise definitions of key terminologies used in the contract to avoid ambiguity.

Description of Assets or Services

• Thoroughly details the assets, services, or property subject to acquisition.
• Includes identification numbers, descriptions, and any distinguishing features necessary for clarification.

Purchase Price and Payment Terms

• Specifies the total acquisition cost and payment structure.
• Includes any initial deposits, installment plans, or due dates for payments.

Representations and Warranties

• Lists assurances made by both parties regarding their authority and capability to execute the contract.
• Contains warranties about the condition and compliance status of the assets or services in question.

Indemnification Clauses

• Outlines procedures for compensation or protection against potential losses or damages.
• Specifies the scope and limitations of indemnity responsibilities.

Limitations of Liability

• Defines the extent to which each party can be held accountable for breaches or losses.
• Includes any exceptions or caps on liability to mitigate risks.

Termination Conditions

• Details conditions under which the contract can be terminated by either party.
• Includes notice periods, circumstances for natural termination, and consequences of termination.

Gathering Necessary Information

1. Identify the Parties: Collect full names, addresses, and contact details of both Acquirer and Vendor.
2. Asset or Service Details: Compile comprehensive descriptions, including relevant documentation.

Filling Out the Template

1. Define Terms: Ensure all key terms in the agreement are clearly defined.
2. Complete Financial Details: Outline the payment structure, including amounts, due dates, and methods.
3. Include Legal Assurances: Document representations and warranties from both parties prominently.

Review and Finalization

1. Legal Review: Have legal counsel review the filled-out template to ensure compliance with applicable laws.
2. Agree on Terms: Both parties should approve terms before signing.
3. Sign and Copy: Ensure signatures of all parties, with copies distributed for record-keeping.

Compliance with U.S. Law

• Adheres to the Uniform Commercial Code (UCC) where applicable.
• Consideration of state-specific variations in contract law.

ESIGN Act Compliance

• Electronic signatures within the document should comply with the ESIGN Act to ensure binding status.
• Verification measures for electronic signatures add authenticity and security.

Contractual Capacity

• Both parties must be legally capable of entering into contracts, free from undue influence or coercion.

Governing Law Provision

• Inclusion of which state’s laws will govern the agreement to mitigate jurisdictional disputes.

Asset Identification

• Defines how assets or services are identified within the contract.
• Clarifies what constitutes an "asset" in various contexts.

Conditions Precedent

• Details any conditions that must be fulfilled before the contract's execution.

Force Majeure

• Explores scenarios that exempt parties from liability for non-performance due to extraordinary events.

Severability

• Addresses the impact of unenforceable terms on the remainder of the contract.

Entire Agreement Clause

• Confirms that the written agreement represents the complete understanding between the parties.

Business Purchase

• A corporation acquiring a smaller competitor uses the template to outline asset and service transfers clearly.

Property Acquisition

• A real estate firm using the template ensures clarity in terms for the acquisition of multiple properties.

Equipment Leasing

• A manufacturing company acquires heavy machinery with detailed payment terms and warranty conditions outlined.

These examples illustrate how the template provides structured, legally sound agreements across different acquisition contexts.