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Merger Agreement
Free merger agreement template — the definitive agreement under which one company merges into or combines with another.
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This free merger agreement covers 1. The Merger, 2. Merger Consideration, 3. Representations and Warranties, 4. Closing Conditions, 5. Covenants Before Closing with 6 clearly marked [placeholder] fields to fill in — built for founders, freelancers, and small business owners formalizing a business decision or agreement without paying a lawyer to draft it from scratch. Copy it into your own word processor, fill in the placeholders, and review it — or adapt it — before use. It's part of docstoc's free document template library, alongside business, legal, real estate, finance, and HR templates. Every template here is free to copy with no signup required, and each one carries a plain disclaimer: this is a starting point for informational purposes, not a substitute for advice from a licensed professional in your jurisdiction.
Merger Agreement
Company A ("Acquiring/Surviving Company"): [Name] · Company B ("Merging Company"): [Name] · Date: [Date]
1. The Merger
Company B will merge with and into Company A, with Company A as the surviving entity, effective upon [filing of the certificate of merger with [State]/applicable closing conditions being satisfied].
2. Merger Consideration
In exchange for their shares in Company B, Company B's shareholders will receive: [Cash of [Amount] per share / shares of Company A stock at an exchange ratio of [X:Y] / a combination], per the allocation schedule in Exhibit A.
3. Representations and Warranties
Each company represents and warrants (subject to the disclosure schedules) that: it is duly organized and in good standing, its financial statements are accurate, it has disclosed all material contracts and litigation, and it has the authority to complete this merger.
4. Closing Conditions
This merger is subject to: [shareholder approval of both companies, any required regulatory/antitrust clearance, no material adverse change occurring before closing, third-party consents to material contracts].
5. Covenants Before Closing
Between signing and closing, each company will operate its business in the ordinary course and will not [take specified actions — incur significant debt, sell major assets] without the other's consent.
6. Indemnification
[State any indemnification obligations for breaches of representations, and whether an escrow holdback secures this obligation.]
7. Termination
Either party may terminate this Agreement if [closing conditions aren't met by [Date], or the other party materially breaches its representations/covenants], subject to any termination fee specified.
Company A: ______________________ Date: ____________ Company B: ______________________ Date: ____________
*This document is provided for informational and educational purposes only and does not constitute legal advice. A merger of this complexity involves shareholder approval requirements, potential antitrust review, and extensive disclosure schedules that go well beyond this outline — corporate/M&A counsel should draft and negotiate the actual definitive agreement for a real transaction.*
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What's included
- Edit online — click the document, fill in placeholders, download a PDF
- 7 standard sections: 1. The Merger, 2. Merger Consideration, 3. Representations and Warranties, 4. Closing Conditions, 5. Covenants Before Closing, 6. Indemnification, …
- 6 clearly marked [placeholder] fields for quick personalizing
- Free to use — no account or signup required
- Fully editable — adjust any clause to match your actual situation
- Includes a signature block, ready to print or sign digitally
- Fixed docstoc.io footer on every PDF (not removable)
Who this template is for
Freelancers & solo founders
Handling routine business paperwork without commissioning custom legal drafting for every document.
Small businesses
Standardizing recurring documents — leases, agreements, notices — across a growing operation.
Anyone reviewing before signing
Using a clear starting structure to understand what a document should cover, even if a lawyer finalizes it.
Early-stage businesses
Getting the basics documented before things get more complex.
FAQ
Is this merger agreement template really free?
Yes, completely free — view, edit, and download this merger agreement as a PDF without creating an account.
What does this merger agreement cover?
This business template includes 1. The Merger, 2. Merger Consideration, 3. Representations and Warranties, 4. Closing Conditions. Fill in the [bracketed] placeholders, edit any clause online, then download a PDF — the docstoc.io footer stays on every export.
Is this legal advice?
No. This is a general-purpose starting structure, not advice for your specific situation. Business agreements can hinge on details — state of formation, industry-specific regulation, how a dispute would actually play out — that a template can't account for. Have a business attorney review anything that involves real money or real risk before you rely on it.
Can I edit the wording?
Yes — edit directly on the page, adjust any section or clause, and re-fill the 6 placeholder fields to match your situation before downloading a PDF. It's a starting structure, not a rigid script.
Where can I find more free templates like this?
Browse more free business and related document templates in the docstoc library at /document-templates/.
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