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1. Parties: Identifies and provides full details of the parties entering into the agreement, including registration numbers for companies or IC numbers for individuals
2. Background: Provides context and purpose of the agreement, including brief description of the transaction
3. Definitions: Defines key terms used throughout the agreement to ensure clarity and prevent ambiguity
4. Subject Matter of Sale: Detailed description of the item(s) being sold, including specifications, quantity, and condition
5. Purchase Price: States the agreed purchase price and payment terms, including deposit and balance payment schedule
6. Completion: Details of when and how the sale will be completed, including delivery or transfer arrangements
7. Warranties and Representations: Statements of fact and promises made by both parties regarding the sale items and their authority to enter into the agreement
8. Rights and Obligations: Specific responsibilities and rights of each party before, during, and after the sale
9. Default and Remedies: Consequences of breach and available remedies to the affected party
10. Governing Law: Specifies Malaysian law as governing law and jurisdiction for dispute resolution
11. Execution: Formal signing section including witness requirements as per Malaysian law
1. Conditions Precedent: Used when the sale is subject to certain conditions being met before completion, such as regulatory approvals or due diligence
2. Due Diligence: Included when buyer requires a period to investigate the sale items or business before finalizing the purchase
3. Intellectual Property Rights: Required when the sale includes transfer of any intellectual property
4. Confidentiality: Added when sensitive information will be exchanged during the transaction
5. Tax Provisions: Included when there are specific tax implications that need to be addressed
6. Assignment: Used when either party may need to transfer their rights under the agreement
7. Force Majeure: Added when parties want protection against unforeseen circumstances preventing performance
1. Schedule 1 - Description of Sale Items: Detailed inventory and description of all items included in the sale
2. Schedule 2 - Payment Schedule: Breakdown of payment terms, installments, and due dates
3. Schedule 3 - Completion Requirements: List of documents and actions required for completion
4. Schedule 4 - Warranties: Detailed warranties given by each party
5. Appendix A - Required Documents: Copies or forms of all required documentation for the transfer
6. Appendix B - Regulatory Approvals: List of required regulatory approvals and their status
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