Sale Purchase Agreement Draft Template for United Arab Emirates

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Key Requirements PROMPT example:

Sale Purchase Agreement Draft

"I need a Sale Purchase Agreement Draft for the acquisition of a manufacturing facility in Dubai Industrial City, including machinery and equipment, with completion planned for March 2025 and consideration to be paid in installments."

Document background
The Sale Purchase Agreement Draft serves as a foundational document for commercial transactions in the United Arab Emirates, used when transferring ownership of assets, property, or shares between parties. This agreement type must comply with UAE Civil Code (Federal Law No. 5 of 1985) and relevant commercial regulations, while potentially incorporating Sharia law principles where applicable. The document typically includes detailed sections covering purchase price, warranties, conditions precedent, completion mechanisms, and both parties' obligations. It's particularly important in the UAE context due to specific local requirements for ownership transfer, registration procedures, and regulatory compliance. The Sale Purchase Agreement Draft can be customized for various transaction types, from real estate and business assets to shares and commercial goods, while maintaining adherence to UAE legal frameworks and business practices.
Suggested Sections

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

2. Background: Context of the transaction and brief description of what is being sold and purchased

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

4. Sale and Purchase: Core transaction terms including description of assets/goods being sold and purchased

5. Purchase Price: Details of the purchase price, payment terms, method of payment, and any adjustments

6. Conditions Precedent: Conditions that must be satisfied before completion of the sale

7. Completion: Details of when, where and how completion will take place, including delivery terms

8. Seller's Warranties: Warranties and representations made by the seller regarding the sale items

9. Purchaser's Warranties: Warranties and representations made by the purchaser

10. Pre-Completion Obligations: Obligations of both parties between signing and completion

11. Post-Completion Obligations: Ongoing obligations after completion

12. Liability and Indemnification: Provisions regarding liability and indemnification between parties

13. Termination: Circumstances under which the agreement can be terminated

14. Confidentiality: Obligations regarding confidential information

15. Notices: How formal notices under the agreement should be given

16. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes

17. General Provisions: Standard boilerplate provisions including entire agreement, amendments, and severability

Optional Sections

1. Islamic Finance Compliance: Required if the transaction needs to comply with Sharia principles

2. Tax Provisions: Detailed tax arrangements if significant tax implications exist

3. Intellectual Property Rights: Required if the sale involves any IP assets

4. Environmental Matters: Required for real estate or business sales with environmental implications

5. Employee Matters: Required if the sale involves transfer of employees

6. Competition/Antitrust: Required for large commercial transactions that might have competition law implications

7. Data Protection: Required if personal data or customer databases are part of the sale

8. Force Majeure: Optional clause for unforeseen circumstances, particularly relevant in long-term contracts

9. Insurance: Required if specific insurance arrangements are needed for the assets

10. Escrow Arrangements: Required if part of the purchase price is to be held in escrow

Suggested Schedules

1. Asset Schedule: Detailed description of all assets being sold

2. Purchase Price Calculation: Detailed breakdown of purchase price and any adjustments

3. Form of Transfer Documents: Templates of documents required for transfer of ownership

4. Seller's Disclosures: Detailed disclosures against warranties

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

6. Encumbrances: List of any existing encumbrances on the assets

7. Due Diligence Results: Summary of due diligence findings and outstanding issues

8. Completion Checklist: List of actions required for completion

9. Property Documents: Relevant property documentation if real estate is involved

10. Regulatory Approvals: List of required regulatory approvals and their status

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

Clauses
Relevant Industries

Real Estate

Manufacturing

Retail

Technology

Financial Services

Professional Services

Healthcare

Energy

Construction

Automotive

Agriculture

Hospitality

Trading and Distribution

Industrial

Consumer Goods

Relevant Teams

Legal

Finance

Procurement

Compliance

Risk Management

Corporate Secretariat

Operations

Commercial

Business Development

Investment

Due Diligence

Property Management

Mergers and Acquisitions

Relevant Roles

Legal Counsel

Corporate Lawyer

Business Development Manager

Chief Executive Officer

Chief Financial Officer

Commercial Director

Procurement Manager

Contract Manager

Compliance Officer

Risk Manager

Company Secretary

Operations Director

Property Manager

Investment Manager

Transaction Advisory Manager

Due Diligence Specialist

General Counsel

Legal Operations Manager

Industries
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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