Ƶ

Purchase And Sale Agreement Contract Template for Netherlands

A Purchase and Sale Agreement under Dutch law is a legally binding contract that documents the transfer of ownership of assets, goods, or property from a seller to a buyer. Governed by the Dutch Civil Code (Burgerlijk Wetboek), particularly Books 3, 6, and 7, this agreement outlines the essential terms of the transaction including price, payment terms, delivery conditions, warranties, and transfer of title. The document incorporates specific Dutch legal requirements for property transfer and commercial transactions, while providing a comprehensive framework for both parties' rights and obligations. It includes provisions for risk allocation, compliance with local regulations, and dispute resolution under Dutch jurisdiction.

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Get template free

Your data doesn't train Genie's AI

You keep IP ownership of your docs

4.6 / 5
4.6 / 5
4.8 / 5

What is a Purchase And Sale Agreement Contract?

The Purchase And Sale Agreement Contract is a fundamental commercial document used in the Netherlands for documenting the transfer of ownership in various types of transactions. It serves as the primary agreement when parties wish to formalize the sale of assets, goods, or property, ensuring compliance with Dutch legal requirements and commercial practices. This document is essential for both business-to-business and business-to-consumer transactions, incorporating provisions required under the Dutch Civil Code (Burgerlijk Wetboek) and related commercial legislation. It typically includes detailed specifications of the subject matter, payment terms, delivery conditions, warranties, and risk allocation. The agreement's structure and content are designed to provide legal certainty while facilitating smooth commercial transactions in the Dutch market, making it a crucial tool for both domestic and international trade involving Dutch parties or assets.

What sections should be included in a Purchase And Sale Agreement Contract?

1. Parties: Identification and details of the seller and purchaser, including full legal names, registration numbers, and addresses

2. Background: Context of the transaction, including brief description of the subject matter and purpose of the agreement

3. Definitions: Definitions of key terms used throughout the agreement

4. Subject Matter of Sale: Detailed description of the goods/property being sold, including specifications and quantity

5. Purchase Price: The agreed purchase price, payment terms, method of payment, and any applicable VAT

6. Delivery: Terms and conditions of delivery, including timing, location, and transfer of risk

7. Transfer of Title: Provisions regarding the transfer of ownership and any conditions precedent

8. Seller's Warranties: Warranties and representations made by the seller regarding the subject matter

9. Buyer's Warranties: Warranties and representations made by the buyer regarding their capacity to enter into the agreement

10. Compliance with Laws: Obligations regarding compliance with applicable laws and regulations

11. Termination: Circumstances under which the agreement can be terminated and the consequences

12. Governing Law and Jurisdiction: Specification of Dutch law as governing law and jurisdiction for disputes

13. Notices: Process and requirements for formal communications between parties

14. Entire Agreement: Confirmation that the document represents the entire agreement between parties

What sections are optional to include in a Purchase And Sale Agreement Contract?

1. Intellectual Property Rights: Required when the purchase involves items with associated intellectual property rights

2. Due Diligence: Included when the purchase requires preliminary investigation or verification of the subject matter

3. Conditions Precedent: Used when completion is subject to certain conditions being met

4. Environmental Provisions: Required for transactions involving real estate or businesses with environmental implications

5. Employee Matters: Necessary when the purchase involves transfer of employees or employment-related obligations

6. Confidentiality: Added when sensitive information is exchanged during the transaction

7. Non-Competition: Included when there are concerns about competitive activities post-completion

8. Tax Matters: Required for complex transactions with specific tax implications

9. Insurance: Included when specific insurance requirements need to be maintained

What schedules should be included in a Purchase And Sale Agreement Contract?

1. Schedule 1 - Asset List: Detailed inventory of all assets included in the purchase

2. Schedule 2 - Specifications: Technical specifications or detailed descriptions of the purchase items

3. Schedule 3 - Payment Schedule: Detailed breakdown of payment terms and installments if applicable

4. Schedule 4 - Due Diligence Results: Summary of due diligence findings and any identified issues

5. Schedule 5 - Encumbrances: List of any existing liens, charges, or encumbrances on the subject matter

6. Schedule 6 - Required Consents: List of third-party consents required for the transaction

7. Appendix A - Deed of Transfer: Form of deed required for formal transfer under Dutch law

8. Appendix B - Completion Checklist: List of actions required for completion of the transaction

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

Netherlands

Publisher

Ƶ

Cost

Free to use

Find the exact document you need

Painting Contract

Dutch law-governed contract for professional painting services, outlining work scope, terms, and conditions.

Download

Contractor Client Contract

Dutch law-governed agreement between a client and independent contractor (ZZP'er), establishing terms for professional services while ensuring regulatory compliance.

Download

Basic Construction Contract Agreement

Standard Dutch construction contract agreement establishing core terms between client and contractor, governed by Dutch law and construction regulations.

Download

Agreement For Job Work

A Dutch law-governed contract establishing terms and conditions for specific project-based work between a client and contractor.

Download

Contract For Independent Consultant

Dutch law-governed agreement establishing terms and conditions between a company and an independent consultant, ensuring compliance with Netherlands contractor regulations.

Download

General Contract

A versatile General Contract template compliant with Dutch law, suitable for various business relationships in the Netherlands.

Download

Contractor Hold Harmless Agreement

Dutch law-governed agreement establishing contractor's obligations to indemnify and hold harmless the principal company against claims and losses.

Download

Contractor Agreement For House (Construction)

A Dutch law-governed agreement between a property owner and contractor for residential construction, complying with the Burgerlijk Wetboek and Bouwbesluit 2012.

Download

Short Form Of Contract

A simplified contract template under Dutch law for routine business transactions, suitable for SMEs and straightforward commercial arrangements.

Download

Swimming Pool Contract

A Dutch law-governed contract for swimming pool construction and installation, outlining contractor and client obligations, specifications, and compliance requirements.

Download

Proposal And Contract

A combined proposal and contract document governed by Dutch law, integrating commercial terms with legal requirements for business agreements.

Download

Home Improvement Contract

A Dutch law-governed contract between contractor and homeowner for residential improvement works, ensuring compliance with Dutch construction regulations and consumer protection laws.

Download

Cost Plus Contract

A Dutch law-governed agreement where the client reimburses the contractor's costs plus an agreed fee or percentage for profit and overhead.

Download

Construction Bid Form

A standardized construction tender submission document compliant with Dutch procurement law, used for submitting formal construction project bids in the Netherlands.

Download

Contractor And Homeowner Agreement

A Dutch law-governed agreement between contractor and homeowner for residential construction or renovation works, compliant with the Dutch Civil Code and construction regulations.

Download

Contract For Project Management Services

Dutch law-governed agreement for professional project management services, defining scope, responsibilities, and performance requirements.

Download

Bid Contract

A Dutch law-governed procurement document setting out terms and procedures for competitive bidding processes, aligned with national and EU procurement regulations.

Download

Building Agreement Between Owner And Contractor

Dutch law-governed agreement between property owner and contractor establishing terms for construction work, incorporating UAV 2012 provisions.

Download

General Contract For Services

A Dutch law-governed service agreement template establishing terms between service providers and clients, compliant with the Dutch Civil Code.

Download

Residential House Construction Contract Agreement

Dutch law-governed contract for residential house construction, establishing terms between contractor and homeowner.

Download

Home Repair Contract

Dutch-law governed contract for home repair services between contractor and homeowner, outlining work scope, terms, and mutual obligations.

Download

Landscape Contract

Dutch law-governed agreement for landscape construction and maintenance services, defining scope, terms, and obligations for landscaping works.

Download

House Maintenance Contract

A Dutch law-governed agreement establishing terms for residential property maintenance services, including scope, standards, and responsibilities of service providers and property owners.

Download

Contract For Contract Labor

Dutch law-governed agreement establishing independent contractor relationship, ensuring compliance with Netherlands contractor regulations and Wet DBA.

Download

Membership Contract

A Dutch law-governed contract establishing membership terms and conditions between an organization and its members.

Download

Purchase And Sale Agreement Contract

A Dutch law-governed agreement documenting the transfer of ownership from seller to buyer, including essential transaction terms and compliance with Dutch Civil Code requirements.

Download

Standard Employment Contract Form

Dutch-law compliant employment agreement establishing terms and conditions of employment relationship between employer and employee in the Netherlands.

Download

General Contractor Terms And Conditions With Proposal

Dutch law-governed terms and conditions document combining general contractor services agreement with proposal framework for construction and development projects.

Download

Freelance Contractor Agreement

Dutch law-governed agreement establishing a compliant independent contractor relationship between a company and a freelancer (ZZP'er).

Download

Supply Contract

Dutch law-governed agreement establishing terms for supply of goods between supplier and buyer, incorporating Dutch Civil Code requirements and EU regulations.

Download

Sole Trader Contract

Dutch law-governed contract between a client company and sole trader (ZZP'er), establishing terms for independent contractor services.

Download

Pre Agreement Contract

A Dutch law-governed preliminary agreement that sets the framework for negotiating and entering into a final contract, incorporating key Dutch legal principles.

Download

Labour Hire Contract

Dutch-law governed labor hire agreement establishing temporary employment arrangements between a labor hire company, worker, and host company.

Download

Labour Hire Agreement

Dutch law-governed agreement establishing terms for temporary worker provision between labour hire agencies and host companies, ensuring compliance with Dutch employment regulations.

Download

Independent Contractor And Non Compete

Dutch law-governed agreement establishing independent contractor relationship with non-compete provisions and essential business protections.

Download

Contractor Service Agreement

Dutch law-governed agreement establishing terms and conditions between a company and independent contractor for provision of professional services.

Download

Consulting Agreement Contract

Dutch law-governed agreement establishing terms and conditions between a client and consultant for professional consulting services.

Download

Construction Contractor Contract

A Dutch law-governed contract between principal and contractor for construction works, complying with the Burgerlijk Wetboek and Dutch construction regulations.

Download

Startup Contractor Agreement

Dutch law-governed agreement between a startup and independent contractor, establishing service terms and protecting both parties' interests while ensuring regulatory compliance.

Download

Standard Builders Contract

Dutch law-governed construction agreement defining contractor and employer obligations for building projects in the Netherlands.

Download
See more related templates

ұԾ’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ұԾ’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

We are ISO27001 certified, so your data is secure

Organizational security:

You retain IP ownership of your documents and their information

You have full control over your data and who gets to see it