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Buy And Sell Agreement

Buy And Sell Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Buy And Sell Agreement

"Need a Buy and Sell Agreement for exporting electronic components to a UAE distributor, with payment in three installments and delivery scheduled for March 2025, including provisions for quality inspection and warranty terms."

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Document background
The Buy and Sell Agreement is a fundamental commercial document used in the United Arab Emirates for transactions involving the transfer of goods, property, or assets between parties. This document is essential when parties need to formalize their sales transaction with clear terms and conditions, ensuring compliance with UAE Civil Code (Federal Law No. 5 of 1985) and Commercial Transactions Law (Federal Law No. 18 of 1993). It is particularly important for high-value transactions, regulated assets, or when parties require detailed documentation of their rights and obligations. The agreement must incorporate provisions that align with Islamic commercial principles and UAE registration requirements, making it suitable for both local and international commercial transactions within the UAE jurisdiction.
Suggested Sections

1. Parties: Identification of seller and buyer with full legal names, addresses, and registration details if companies

2. Background: Context of the transaction and brief description of the parties' intent to enter into a sale and purchase arrangement

3. Definitions: Key terms used throughout the agreement defined for clarity and consistency

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

5. Purchase Price: Amount, currency, and payment terms including VAT considerations

6. Payment Terms: Method, timing, and conditions of payment, including any deposits or installments

7. Delivery Terms: Timing, location, and method of delivery, including risk transfer points

8. Title and Risk: When and how ownership and risk transfer from seller to buyer

9. Warranties and Representations: Seller's guarantees regarding the goods/property and buyer's acknowledgments

10. Inspection and Acceptance: Buyer's rights to inspect goods and process for accepting or rejecting delivery

11. Termination: Circumstances under which either party may terminate the agreement

12. Governing Law and Jurisdiction: Confirmation of UAE law application and jurisdiction for disputes

13. Execution: Signature blocks and execution requirements

Optional Sections

1. International Shipping Terms: Include when goods are being imported/exported, specifying Incoterms and customs responsibilities

2. Installment Payment Structure: Include when payment is to be made in multiple installments, detailing payment schedule

3. Security Arrangements: Include when seller requires security for payment or buyer requires performance security

4. Insurance Requirements: Include when specific insurance coverage is required during transit or for high-value items

5. Intellectual Property Rights: Include when sale involves products with associated IP rights or licenses

6. Confidentiality: Include when transaction involves sensitive commercial information

7. Force Majeure: Include when parties want specific provisions for unforeseen circumstances

8. Assignment Rights: Include when either party may need to transfer rights under the agreement

9. Shariah Compliance: Include when transaction must explicitly comply with Islamic finance principles

Suggested Schedules

1. Schedule 1 - Product Specifications: Detailed technical specifications of goods being sold

2. Schedule 2 - Payment Schedule: Detailed breakdown of payment installments and due dates

3. Schedule 3 - Delivery Schedule: Detailed timeline for delivery of goods or transfer of property

4. Schedule 4 - Condition Report: Current condition of goods or property being sold

5. Schedule 5 - Required Documents: List of documents required for transfer of title or registration

6. Appendix A - Compliance Certificates: Copies of relevant regulatory or quality certificates

7. Appendix B - Registration Documents: Copies of ownership documents and registration requirements

Authors

Alex Denne

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Agreement
Applicable Law
Assets
Business Day
Buyer
Closing
Closing Date
Completion
Confidential Information
Consideration
Defect
Delivery
Delivery Date
Deposit
Effective Date
Encumbrance
Force Majeure
Goods
Governing Law
Inspection Period
Intellectual Property Rights
Invoice
Material Adverse Change
Notice
Party/Parties
Payment Terms
Purchase Price
Registration Authority
Related Documents
Representatives
Sale
Seller
Sharia Compliant
Specifications
Tax/Taxes
Term
Territory
Title Documents
Transfer Date
UAE
UAE Dirham/AED
Warranties
Working Hours
Clauses
Interpretation
Sale and Purchase
Purchase Price
Payment Terms
Delivery
Title Transfer
Risk Transfer
Warranties and Representations
Condition of Goods
Inspection Rights
Registration Requirements
Security Interest
Insurance
Confidentiality
Force Majeure
Default
Termination
Indemnification
Assignment
Notices
Entire Agreement
Amendment
Severability
Waiver
Costs and Expenses
Further Assurance
Third Party Rights
Compliance with Laws
Anti-Money Laundering
Dispute Resolution
Governing Law
Language
Counterparts
Sharia Compliance
Relevant Industries

Retail

Manufacturing

Real Estate

Automotive

Technology

Consumer Goods

Industrial Equipment

Construction

Agriculture

Energy

Precious Metals and Jewelry

Import/Export

Electronics

Relevant Teams

Legal

Procurement

Sales

Finance

Operations

Compliance

Risk Management

Supply Chain

Commercial

Business Development

Asset Management

Contract Administration

Relevant Roles

Commercial Director

Procurement Manager

Sales Manager

Legal Counsel

Contract Manager

Business Development Manager

Chief Financial Officer

Operations Manager

Compliance Officer

Risk Manager

Purchase Officer

Supply Chain Manager

Asset Manager

Property Manager

General Manager

Industries
UAE Civil Code (Federal Law No. 5 of 1985): Fundamental law governing contracts, obligations, and civil transactions, including basic principles of sale and purchase agreements
UAE Commercial Transactions Law (Federal Law No. 18 of 1993): Regulates commercial sales, business transactions, and commercial obligations between parties
Consumer Protection Law (Federal Law No. 24 of 2006): Protects consumer rights and regulates business practices in sale transactions involving consumers
Electronic Transactions and Commerce Law (Federal Law No. 1 of 2006): Governs electronic transactions and digital signatures if the agreement involves online or electronic commerce
UAE Registration Laws: Various laws requiring registration of certain sales transactions, especially for real estate, vehicles, and other regulated assets
Value Added Tax Law (Federal Decree-Law No. 8 of 2017): Governs VAT obligations in sales transactions and must be considered for pricing and tax implications
Anti-Money Laundering Law (Federal Decree Law No. 20 of 2018): Requires due diligence and reporting for certain high-value transactions to prevent money laundering
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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