Commercial Agreement Of Purchase And Sale Template for Canada

1. Due Diligence: Used when buyer requires specific investigation rights and process

2. Financing: Include when purchase is subject to financing conditions

3. Employee Matters: Required when transaction involves transfer of employees

4. Intellectual Property: Include when IP assets are part of the transaction

5. Environmental Matters: Necessary when transaction involves real property or environmental risks

6. Tax Matters: Include detailed tax provisions when transaction has significant tax implications

7. Transition Services: Used when seller will provide post-closing services

8. Non-Competition: Include when parties agree to restrict future business activities

9. Confidentiality: Detailed confidentiality provisions when sensitive information is involved

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

1. Schedule A - Asset List: Detailed inventory of assets being purchased

2. Schedule B - Purchase Price Allocation: Breakdown of purchase price across different asset categories

3. Schedule C - Excluded Assets: List of assets specifically excluded from the transaction

4. Schedule D - Assumed Liabilities: Details of liabilities being assumed by the buyer

5. Schedule E - Required Consents: List of third-party consents required for closing

6. Schedule F - Permitted Encumbrances: List of acceptable liens or encumbrances on assets

7. Schedule G - Material Contracts: List of important contracts included in the sale

8. Appendix 1 - Form of Bill of Sale: Template for the transfer document

9. Appendix 2 - Closing Deliverables: Checklist of documents required at closing

10. Appendix 3 - Form of Assignment and Assumption Agreement: Template for transferring contracts and obligations