Selling Or Purchasing An Online Business? Make Sure You’re Protected (2025 Updated)

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The sale of a business is often an exciting yet stressful time for both the seller and the buyer.

One of the biggest causes of stress is the legal aspect of the sale — ensuring that you’ve covered everything and that you’re protected during and after the transaction.

The sale of an online business is no exception. Even if the deal doesn’t involve physical stock or taking over a high‐exposure retail lease, the intellectual property, reputation, and customer base of the business can be just as (and often more) valuable than that of a traditional brick-and-mortar business.

In this article, we’ll focus on what’s included in an Online Business Sale Agreement for businesses that trade solely in digital assets — primarily intellectual property and goodwill. As we progress through 2025, ensuring your legal agreements are current and compliant with the latest regulations is more important than ever.

What Exactly Is The Seller Selling?

During the sale of an online business, it is crucial that both parties understand exactly which assets are part of the transaction and which are not.

Below are some key elements that could be included in the sale of an online business:

Intellectual Property

Intellectual property refers to the intangible assets of your business, which can include:

the business’s name
the business’s logos
email addresses
website domain and content
social media accounts
trade marks registered in the business’s name

Intellectual property is often the most valuable asset a business owns, particularly as digital commerce continues to flourish in 2025.

For example, when purchasing a software company, the buyer will want to secure full ownership and the rights to licence the software developed by the seller.

Goodwill

Goodwill is another type of intangible asset that may or may not be included in an online business sale.

It encompasses the business’s reputation, an established customer base, and the brand value that has been developed over time.

For example, if a buyer is interested in acquiring a well-established online business with a strong and loyal following, the premium over tangible assets will largely reflect its robust goodwill. Conversely, if the buyer plans to pivot the brand entirely, they might not consider goodwill as part of the sale.

What Is Covered In An Online Business Sale Agreement?

Besides clearly outlining the assets that are part of the sale, an Online Business Sale Agreement in 2025 must address several key aspects to ensure a smooth transaction. These include:

the purchase price
any deposit payable (commonly around 10% of the purchase price)
the settlement period (i.e. the time between signing the contract and the actual business handover)
the obligations of each party to complete settlement
arrangements regarding existing staff (for example, whether the purchaser intends to retain current employees)
restraint of trade clauses (to prevent the seller from starting or joining a competing business within a specified area)
the seller’s level of involvement after settlement, such as providing transitional training or consulting
warranties and indemnities from both parties, which offer mutual protection against unforeseen issues
compliance with current cybersecurity obligations and data protection laws, in line with the updated Privacy Act requirements

Do I Need A Lawyer to Draft My Agreement?

It is essential to ensure that all elements of the sale are thoroughly considered and accurately documented. A well-drafted Online Business Sale Agreement protects both parties and prevents costly disputes down the track.

In today’s regulatory landscape, even minor oversights can lead to significant complications. We strongly recommend having a lawyer draft your agreement to ensure that it reflects your intentions and complies with the latest legal standards. Feel free to get in touch with Sprintlaw if you’d like to discuss your needs further!

As the online marketplace continues to evolve in 2025, new considerations — such as advanced cybersecurity measures and enhanced consumer data protection requirements — have become integral to online business transactions. Keeping pace with these changes not only ensures a seamless sale but also protects your business from future legal uncertainties. For further insight into managing these risks, take a look at our Privacy Policy resource and our guidance on Australian Consumer Law.

Embeth Sadie

Embeth is a senior lawyer at Sprintlaw. Having previously practised at a commercial litigation firm, Embeth has a deep understanding of commercial law and how to identify the legal needs of businesses.