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Deposit Agreement For Business Purchase
"I need a Deposit Agreement For Business Purchase for the acquisition of a medium-sized tech company in Singapore, with a 10% deposit to be held in escrow until March 2025, and specific provisions for due diligence requirements and potential earnout arrangements."
1. Parties: Identification of buyer, seller, and any guarantors involved in the business purchase agreement
2. Background: Context of the transaction, description of the business being purchased, and intention of parties
3. Definitions: Key terms and definitions used throughout the agreement including Business, Deposit, Completion Date, etc.
4. Deposit Amount: Specification of deposit sum, calculation method, and agreed percentage of total purchase price
5. Payment Terms: Timeline, method, and conditions for deposit payment including bank details and confirmation requirements
6. Conditions for Release: Circumstances under which deposit will be released, refunded, or forfeited
7. Default Provisions: Consequences of breach by either party and remedies available
8. Governing Law: Specification of Singapore law as governing law and jurisdiction
1. Due Diligence Period: Terms and duration for buyer's investigation period, including rights to terminate based on findings
2. Escrow Provisions: Terms for third-party holding of deposit, including escrow agent's duties and release conditions
3. Interest Provisions: Terms for interest earned on deposit during holding period and allocation between parties
4. Confidentiality: Provisions for maintaining confidentiality of transaction and business information during negotiations
1. Schedule 1 - Business Details: Comprehensive description of business assets, liabilities, and components included in sale
2. Schedule 2 - Payment Schedule: Detailed breakdown of payment terms, timeline, and milestone payments
3. Schedule 3 - Conditions Precedent: List of conditions that must be met before completion of business purchase
4. Appendix A - Due Diligence Requirements: Detailed list of documents and information to be provided during due diligence
5. Appendix B - Form of Notice: Template notices for key communications between parties including deposit confirmation
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