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1. Parties: Identification of the seller and buyer, including full legal names, registration numbers, and registered addresses
2. Background: Context of the transaction, brief description of the business, and purpose of the agreement
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Sale and Purchase: Core terms of the transaction, including what is being sold and purchased
5. Purchase Price: Details of the consideration, payment terms, and any adjustments
6. Conditions Precedent: Conditions that must be satisfied before completion
7. Pre-Completion Obligations: Obligations of both parties between signing and completion
8. Completion: Mechanics of completion, including timing, location, and deliverables
9. Seller's Warranties: Warranties regarding the business, assets, and liabilities
10. Buyer's Warranties: Basic warranties from the buyer regarding capacity and authority
11. Limitations on Liability: Limitations on warranty claims and general liability
12. Confidentiality: Obligations regarding confidential information
13. Governing Law and Jurisdiction: UAE law as governing law and jurisdiction provisions
14. General Provisions: Standard boilerplate clauses including notices, amendments, and entire agreement
1. Property: Required if the business sale includes transfer of real property interests
2. Intellectual Property: Required if significant IP assets are involved in the sale
3. Employee Matters: Required if employees are being transferred as part of the business
4. Post-Completion Obligations: Required if there are specific obligations after completion, such as transitional services
5. Non-Competition: Required if restrictions on the seller's future business activities are needed
6. Tax Matters: Required if specific tax arrangements or indemnities are needed
7. Data Protection: Required if the business processes significant personal data
8. Environmental Matters: Required if the business has significant environmental responsibilities or risks
1. Business Assets Schedule: Detailed list of all assets included in the sale
2. Excluded Assets Schedule: List of assets specifically excluded from the sale
3. Properties Schedule: Details of any real property interests included in the sale
4. Intellectual Property Schedule: List of all IP rights included in the sale
5. Employee Schedule: List of employees and their key employment terms
6. Material Contracts Schedule: List of key business contracts being transferred
7. Completion Deliverables Schedule: List of all documents and items to be delivered at completion
8. Warranties Schedule: Detailed warranties about the business
9. Disclosed Matters Schedule: Disclosures against the warranties
10. Form of Transfer Documents: Forms of various transfer documents required at completion
Retail
Manufacturing
Technology
Healthcare
Hospitality
Real Estate
Professional Services
Financial Services
Construction
Transportation and Logistics
Energy
Media and Entertainment
Education
Food and Beverage
Automotive
Legal
Finance
Corporate Development
Mergers & Acquisitions
Executive Leadership
Risk and Compliance
Operations
Human Resources
Strategy
Commercial
Chief Executive Officer
Chief Financial Officer
General Counsel
Corporate Lawyer
Managing Director
Business Development Director
Mergers & Acquisitions Manager
Finance Director
Commercial Director
Company Secretary
Legal Counsel
Risk Manager
Compliance Officer
Business Owner
Operations Director
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