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Purchase Sale Agreement Template
I need a Purchase Sale Agreement Template for a UAE-based technology company selling enterprise software licenses to government entities, with specific provisions for data protection, source code escrow, and ongoing maintenance services to be completed by March 2025.
1. Parties: Identification and details of the seller and purchaser, including full legal names, addresses, and registration details if companies
2. Background: Context of the transaction and brief description of the subject matter of sale
3. Definitions and Interpretation: Defined terms used throughout the agreement and rules of interpretation
4. Sale and Purchase: Core transaction terms including description of goods/property being sold
5. Purchase Price: Agreed price, currency, and payment structure
6. Payment Terms: Payment schedule, method of payment, and consequences of late payment
7. Delivery and Transfer of Title: Delivery terms, timing, location, and process for transfer of ownership
8. Seller's Representations and Warranties: Seller's guarantees regarding the goods/property, ownership, and authority to sell
9. Purchaser's Representations and Warranties: Purchaser's guarantees regarding authority and capacity to purchase
10. Conditions Precedent: Conditions that must be satisfied before completion
11. Completion: Process and requirements for closing the transaction
12. Risk and Insurance: Allocation of risk and insurance requirements
13. Default and Termination: Events of default, remedies, and termination rights
14. Dispute Resolution: Process for resolving disputes, including jurisdiction and governing law
15. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Due Diligence: Used for complex transactions requiring detailed investigation of the goods/property
2. Intellectual Property Rights: Required when the sale involves IP assets or licensing
3. Confidentiality: Important for transactions involving sensitive commercial information
4. Post-Completion Obligations: Used when parties have continuing obligations after completion
5. Tax Provisions: Required for transactions with significant tax implications
6. Environmental Matters: Necessary for sales involving real estate or industrial equipment
7. Employees and Transfer of Staff: Required when the sale involves transfer of employees
8. Compliance with Sharia: Required for explicitly Sharia-compliant transactions
9. Force Majeure: Optional but recommended for long-term or high-value transactions
10. Anti-Money Laundering Provisions: Required for high-value transactions or real estate deals
1. Schedule 1 - Description of Goods/Property: Detailed technical specifications or property description
2. Schedule 2 - Purchase Price Calculation: Breakdown of purchase price components and calculations
3. Schedule 3 - Payment Schedule: Detailed payment terms and installment schedule
4. Schedule 4 - Completion Requirements: List of documents and actions required for completion
5. Schedule 5 - Form of Transfer Documents: Templates for transfer documentation
6. Schedule 6 - Disclosed Matters: List of disclosed issues affecting warranties
7. Appendix A - Required Approvals: List of regulatory or third-party approvals needed
8. Appendix B - Property Documents: Copies of relevant property documentation or certificates
9. Appendix C - Due Diligence Reports: Summary of due diligence findings if applicable
10. Appendix D - Encumbrances: List of any existing liens, charges or encumbrances
Authors
Real Estate
Retail
Manufacturing
Technology
Automotive
Construction
Consumer Goods
Industrial Equipment
Professional Services
Energy
Healthcare
Agriculture
Hospitality
E-commerce
Financial Services
Legal
Procurement
Sales
Finance
Operations
Risk Management
Compliance
Business Development
Commercial
Supply Chain
Property Management
Asset Management
Contract Administration
Legal Counsel
Commercial Director
Procurement Manager
Sales Manager
Contract Administrator
Business Development Manager
Chief Financial Officer
Operations Manager
Risk Manager
Compliance Officer
General Manager
Property Manager
Asset Manager
Supply Chain Manager
Chief Executive Officer
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