The Contingent Purchase Agreement is a specialized legal instrument used in Malaysian commercial transactions where the completion of a purchase is subject to specific conditions being satisfied. This document type is commonly employed in situations involving regulatory approvals, financing requirements, due diligence completion, or other material conditions that must be met before the transaction can proceed. It incorporates provisions compliant with Malaysian legislation, including the Contracts Act 1950 and Sale of Goods Act 1957, while addressing practical commercial requirements. The agreement is particularly useful in complex transactions where parties need to establish clear frameworks for condition satisfaction, timelines, and consequences of condition fulfillment or failure.
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1. Parties: Identification and details of the buyer and seller
2. Background: Context of the transaction and relationship between the parties
3. Definitions: Definitions of key terms used throughout the agreement
4. Contingent Conditions: Detailed description of the conditions that must be satisfied for the purchase to proceed
5. Purchase and Sale: Core terms of the purchase including asset description and purchase price
6. Timing and Completion: Timeline for satisfaction of conditions and completion of the purchase
7. Payment Terms: Details of payment structure, method, and timing
8. Representations and Warranties: Standard representations and warranties from both parties
9. Termination: Circumstances under which the agreement may be terminated
10. Governing Law and Jurisdiction: Specification of Malaysian law as governing law and jurisdiction details
1. Regulatory Approvals: Required when the transaction is subject to regulatory oversight or specific permissions
2. Due Diligence: When detailed investigation of the purchase target is required as a contingency
3. Financing Conditions: When the purchase is contingent on securing specific financing arrangements
4. Environmental Compliance: For purchases involving real estate or businesses with environmental implications
5. Third Party Consents: When the transaction requires approval from specific third parties
6. Post-Completion Obligations: For transactions requiring specific actions after the main purchase is completed
7. Force Majeure: When specific provisions for unforeseen circumstances are needed
1. Schedule 1 - Asset Description: Detailed description of the asset(s) being purchased
2. Schedule 2 - Contingent Conditions Details: Comprehensive list and description of all contingent conditions
3. Schedule 3 - Purchase Price Calculation: Formula or mechanism for calculating the final purchase price
4. Schedule 4 - Completion Checklist: List of documents and actions required for completion
5. Schedule 5 - Form of Notices: Template forms for various notices required under the agreement
6. Appendix A - Required Consents: List of all required regulatory and third-party consents
7. Appendix B - Due Diligence Requirements: Detailed requirements for any due diligence process
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