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1. Parties: Identifies and provides full details of the seller and buyer, including registered addresses and company registration numbers if applicable
2. Background: Contextual information about the sale and the parties' intention to enter into the agreement
3. Definitions: Defines key terms used throughout the agreement for clarity and legal certainty
4. Sale and Purchase: Core terms of the sale including description of goods/property being sold and purchase price
5. Payment Terms: Details of payment amount, method, timing, and any installment arrangements
6. Completion: Specifies the completion date, location, and requirements for closing the sale
7. Seller's Warranties: Warranties regarding ownership, condition, and quality of the sale items
8. Buyer's Warranties: Warranties from the buyer regarding authority to enter agreement and financial capacity
9. Risk and Title: Specifies when risk and title pass from seller to buyer
10. Confidentiality: Obligations regarding confidential information shared during the transaction
11. Notices: Process for serving formal notices under the agreement
12. Governing Law and Jurisdiction: Confirms Irish law governs the agreement and jurisdiction for disputes
13. Entire Agreement: Confirms the agreement represents the entire understanding between parties
1. VAT and Tax Provisions: Required when the transaction is subject to VAT or has specific tax implications
2. Intellectual Property: Needed when the sale includes transfer of intellectual property rights
3. Employee Provisions: Required when the sale involves transfer of employees or employment obligations
4. Property Rights: Necessary when the sale includes real property or land rights
5. Environmental Warranties: Important when selling property or business with environmental implications
6. Data Protection: Required when personal data is involved in the transaction
7. Post-Completion Obligations: Needed when parties have continuing obligations after completion
8. Break Clause: Optional provision allowing termination under specific circumstances
1. Schedule 1 - Asset List: Detailed inventory of all assets included in the sale
2. Schedule 2 - Properties: Details of any real property included in the sale
3. Schedule 3 - Intellectual Property: List of all IP rights being transferred
4. Schedule 4 - Excluded Assets: Clear listing of assets explicitly excluded from the sale
5. Schedule 5 - Completion Requirements: Checklist of documents and actions required for completion
6. Appendix A - Form of Transfer: Template documents for transferring title
7. Appendix B - Warranties: Detailed warranties given by seller and/or buyer
8. Appendix C - Disclosure Letter: Seller's disclosures against the warranties
Real Estate
Manufacturing
Retail
Technology
Professional Services
Agriculture
Automotive
Construction
Healthcare
Hospitality
Industrial
Energy
Transportation
Financial Services
Legal
Finance
Commercial
Operations
Procurement
Risk Management
Corporate Affairs
Business Development
Sales
Property Management
Compliance
Treasury
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Corporate Lawyer
Commercial Director
Business Development Manager
Property Manager
Procurement Manager
Contract Manager
Risk Manager
Company Secretary
Finance Director
Operations Director
Sales Director
Asset Manager
Transaction Manager
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