The Intent to Buy Agreement is a crucial document used in Saudi Arabian commercial transactions when a potential buyer wishes to formally express their serious intention to purchase assets, property, or businesses. This document, while not the final purchase agreement, creates a structured framework for the transaction's preliminary phase, typically including exclusivity periods and due diligence rights. Operating under Saudi Arabian law and Shariah principles, it provides essential protections for both parties while maintaining flexibility for the final transaction. The agreement is particularly valuable in complex transactions where detailed investigation of the target asset is required before finalizing the purchase. It should specify key terms including proposed purchase price, timeline, due diligence requirements, and any conditions precedent, all while ensuring compliance with local regulatory requirements and Islamic financial principles.
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Key Requirements PROMPT example:
Intent To Buy Agreement
"I need an Intent to Buy Agreement under Saudi law for the purchase of an industrial manufacturing facility in Riyadh, with a 60-day due diligence period starting March 2025, including special provisions for environmental compliance and existing workforce retention."
1. Parties: Identification of all parties involved, including full legal names, addresses, and registration details for companies
2. Background: Context of the transaction and brief description of the parties' intention to enter into a future purchase agreement
3. Definitions: Clear definitions of key terms used throughout the agreement to ensure mutual understanding
4. Subject Matter: Detailed description of the asset or property intended to be purchased
5. Purchase Price: Proposed purchase price and any conditions or mechanisms for price adjustment
6. Due Diligence: Rights and process for buyer to conduct due diligence investigations
7. Conditions Precedent: Conditions that must be satisfied before proceeding with the final purchase
8. Timeline: Key dates and deadlines for the transaction, including due diligence period and intended completion date
9. Exclusivity: Terms preventing the seller from negotiating with other parties during the agreement period
10. Confidentiality: Obligations regarding confidential information exchanged during the process
11. Governing Law and Jurisdiction: Specification of Saudi law as governing law and jurisdiction for dispute resolution
12. Termination: Circumstances under which either party may terminate the agreement
13. Notices: Process and contact details for formal communications between parties
1. Deposit: Terms for any initial deposit or earnest money, used when immediate financial commitment is required
2. Financing Conditions: Include when the buyer's ability to proceed is dependent on obtaining financing
3. Regulatory Approvals: Required when the transaction needs specific governmental or regulatory approvals
4. Asset Management: Include when there are specific requirements for maintaining the asset during the interim period
5. Third Party Rights: Include when there are existing contracts, leases, or rights that need to be addressed
6. Shariah Compliance Declaration: Include when explicitly required to confirm compliance with Shariah principles
7. Force Majeure: Include when parties want specific provisions for unforeseen circumstances
8. Language: Include when agreement needs to be in both Arabic and English, specifying which version prevails
1. Asset Description Schedule: Detailed technical or legal description of the asset or property
2. Due Diligence Requirements: List of required documents and information for due diligence
3. Timeline Schedule: Detailed timeline with all key dates and milestones
4. Required Approvals: List of all regulatory and third-party approvals needed
5. Existing Encumbrances: Details of any existing liens, mortgages, or other encumbrances
6. Form of Final Purchase Agreement: Draft or key terms of the final purchase agreement to be entered into
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