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1. Parties: Identification and details of the seller and purchaser, including ABN/ACN
2. Background: Context of the transaction and relationship between the parties
3. Definitions: Definitions of key terms used throughout the agreement
4. Sale and Purchase: Core agreement to sell and purchase, including description of goods/assets
5. Purchase Price: Amount, currency, and payment terms including GST considerations
6. Completion: Time, place, and requirements for completion of the sale
7. Conditions Precedent: Any conditions that must be satisfied before completion
8. Seller's Obligations: Specific obligations of the seller including warranties and representations
9. Purchaser's Obligations: Specific obligations of the purchaser including payment and acceptance
10. Risk and Title: Transfer of risk and ownership provisions
11. Warranties: Standard warranties relating to the goods/assets being sold
12. Default and Termination: Consequences of default and termination rights
13. Dispute Resolution: Process for resolving disputes between parties
14. General Provisions: Standard boilerplate clauses including notices, governing law, etc.
15. Execution: Signature blocks and execution details
1. Intellectual Property: Required when the sale includes IP rights or licenses
2. Due Diligence: Include when purchaser requires inspection or investigation period
3. Security Interest: Include when payment terms are deferred or security is required
4. Ongoing Services: Required when seller provides additional services post-sale
5. Transition Arrangements: Include when handover period or training is required
6. Confidentiality: Include when sensitive information is exchanged
7. Insurance: Include when specific insurance requirements apply during sale process
8. Third Party Consents: Required when sale requires external approvals
9. Environmental Matters: Include for sales involving environmental considerations
10. Employee Matters: Required when sale involves transfer of employees
1. Schedule 1 - Asset Schedule: Detailed description of assets being sold
2. Schedule 2 - Purchase Price Breakdown: Itemized breakdown of the purchase price
3. Schedule 3 - Completion Checklist: List of documents and actions required at completion
4. Schedule 4 - Excluded Assets: List of assets specifically excluded from the sale
5. Schedule 5 - Encumbrances: List of any existing encumbrances on the assets
6. Appendix A - Technical Specifications: Detailed technical specifications of goods/assets
7. Appendix B - Form of Transfer Documents: Ƶ for transfer documentation
8. Appendix C - Warranty Claims Procedure: Process for making warranty claims
9. Appendix D - Due Diligence Results: Summary of due diligence findings if applicable
Manufacturing
Wholesale Trade
Retail
Technology
Industrial Equipment
Agriculture
Mining
Construction
Professional Services
Transport and Logistics
Food and Beverage
Healthcare
Real Estate
Energy
Legal
Finance
Procurement
Sales
Operations
Risk and Compliance
Commercial
Business Development
Supply Chain
Corporate Governance
Chief Executive Officer
Chief Financial Officer
Commercial Director
Procurement Manager
Sales Director
Legal Counsel
Contract Manager
Business Development Manager
Operations Manager
Risk Manager
Compliance Officer
Finance Manager
Supply Chain Manager
General Manager
Company Secretary
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