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Agreement To Sell
"I need an Agreement to Sell under Austrian law for the sale of manufacturing equipment from my company to another Austrian business, with completion planned for March 2025 and payment in two installments."
1. Parties: Identification and details of the seller and buyer, including full legal names, addresses, and registration details if companies
2. Background: Context of the sale and brief description of the subject matter
3. Definitions: Definitions of key terms used throughout the agreement
4. Subject Matter of Sale: Detailed description of the item(s) being sold, including any relevant specifications or characteristics
5. Purchase Price: The agreed purchase price, payment terms, method of payment, and any applicable VAT or other taxes
6. Transfer of Ownership: Terms and conditions for the transfer of title and ownership, including timing and delivery requirements
7. Warranties and Representations: Warranties given by the seller regarding the condition and ownership of the sale item
8. Delivery and Acceptance: Terms regarding the delivery of the item(s) and the acceptance procedure
9. Risk and Insurance: Provisions regarding the transfer of risk and any insurance requirements
10. Default and Remedies: Consequences of breach and available remedies under Austrian law
11. Governing Law and Jurisdiction: Confirmation of Austrian law as governing law and jurisdiction for disputes
12. Execution: Signature blocks and execution formalities
1. Due Diligence: Required for complex sales or business assets, outlining the buyer's investigation rights and seller's disclosure obligations
2. Conditions Precedent: Include when completion is subject to certain conditions being met
3. Intellectual Property: Required when the sale includes IP rights or licenses
4. Employee Matters: Necessary when the sale involves transfer of employees or related obligations
5. Real Estate Provisions: Required for property sales, including land registry requirements and property-specific warranties
6. Confidentiality: Include when sensitive information is exchanged during the sale process
7. Force Majeure: Optional clause defining circumstances beyond parties' control affecting performance
8. Assignment: Include when transfer rights need to be specifically addressed
9. Taxes and Costs: Detailed allocation of transaction costs and tax obligations
10. Post-Completion Obligations: Include when parties have ongoing obligations after completion
1. Asset Schedule: Detailed inventory and description of all items included in the sale
2. Payment Schedule: If payment is to be made in installments or subject to specific conditions
3. Property Details: For real estate sales, detailed property description and land registry information
4. Encumbrances Schedule: List of any existing liens, encumbrances, or third-party rights
5. Due Diligence Results: Summary of key findings from any due diligence investigations
6. Required Consents: List of third-party or regulatory consents required for the sale
7. Handover Protocol: Template for documenting the physical transfer of assets
8. Warranty Claims Procedure: Detailed process for making and handling warranty claims
Authors
Real Estate
Manufacturing
Retail
Technology
Agriculture
Automotive
Professional Services
Construction
Healthcare
Energy
Financial Services
Hospitality
Industrial
Consumer Goods
Transportation
Legal
Procurement
Sales
Finance
Compliance
Risk Management
Operations
Business Development
Commercial
Corporate Development
Asset Management
General Counsel Office
Treasury
Property Management
Legal Counsel
Contract Manager
Business Development Manager
Sales Director
Procurement Manager
Chief Executive Officer
Chief Financial Officer
Commercial Director
Property Manager
Asset Manager
Risk Manager
Compliance Officer
Operations Manager
General Manager
Transaction Manager
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