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Sales With Buyback Agreement
"I need a Sales With Buyback Agreement for industrial manufacturing equipment worth CAD 2.5 million to be sold to a Quebec-based company, with a mandatory buyback after 18 months in March 2025, including specific provisions for equipment maintenance and regulatory compliance in Quebec."
1. Parties: Identification of seller and buyer, including full legal names and addresses
2. Background: Context of the agreement, relationship between parties, and general purpose
3. Definitions: Key terms used throughout the agreement, including 'Goods', 'Buyback Date', 'Purchase Price', 'Buyback Price'
4. Sale of Goods: Details of initial sale, including description of goods, purchase price, and payment terms
5. Delivery and Transfer of Title: Terms regarding delivery, acceptance, and transfer of title for the initial sale
6. Buyback Provisions: Terms of the buyback, including trigger events, notice requirements, and buyback price calculation
7. Maintenance and Use of Goods: Requirements for maintaining goods during the period before buyback
8. Representations and Warranties: Statements regarding condition of goods, authority to sell, and other assurances
9. Risk and Insurance: Allocation of risk and insurance requirements during the period before buyback
10. Default and Remedies: Consequences of default by either party and available remedies
11. Governing Law and Jurisdiction: Applicable law and courts having jurisdiction over disputes
12. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Security Interest: Required if the transaction needs to be secured with additional collateral
2. Tax Considerations: Include when tax implications are significant or require specific handling
3. Regulatory Compliance: Required when goods are subject to specific regulatory requirements
4. Third Party Rights: Include when third parties have rights or obligations related to the goods
5. Export/Import Provisions: Required for international transactions
6. Force Majeure: Include when specific events beyond parties' control should be addressed
7. Confidentiality: Include when transaction involves sensitive information
8. Assignment Rights: Include when transfer rights need specific regulation
1. Schedule A - Description of Goods: Detailed specification of goods including condition, serial numbers, etc.
2. Schedule B - Pricing Mechanism: Formula or method for calculating buyback price
3. Schedule C - Delivery Schedule: Timing and logistics for initial delivery and buyback
4. Schedule D - Maintenance Requirements: Detailed maintenance standards and procedures
5. Schedule E - Condition Report: Initial condition report of goods at time of sale
6. Appendix 1 - Insurance Requirements: Detailed insurance specifications and requirements
7. Appendix 2 - Form of Notice: Template for buyback notice and other required notifications
Authors
Applicable Law
Business Day
Buyback Date
Buyback Notice
Buyback Option
Buyback Period
Buyback Price
Closing
Closing Date
Condition Report
Confidential Information
Default Event
Delivery Location
Effective Date
Encumbrance
Event of Default
Fair Market Value
Force Majeure Event
Goods
Governmental Authority
Initial Purchase Price
Insurance Requirements
Intellectual Property Rights
Interest Rate
Liability
Losses
Maintenance Requirements
Material Adverse Change
Notice
Operating Requirements
Party/Parties
Permitted Use
Purchase Price
Related Agreements
Representatives
Security Interest
Specifications
Term
Territory
Title Documents
Transaction
Transfer Date
Warranties
Sale and Purchase
Purchase Price
Payment Terms
Delivery
Title and Risk
Buyback Rights
Buyback Price
Buyback Process
Maintenance Obligations
Use Restrictions
Insurance
Representations and Warranties
Covenants
Security Interest
Default
Remedies
Force Majeure
Confidentiality
Assignment
Notices
Amendment
Waiver
Severability
Entire Agreement
Third Party Rights
Governing Law
Dispute Resolution
Indemnification
Tax
Termination
Survival
Costs and Expenses
Further Assurance
Counterparts
Manufacturing
Automotive
Agriculture
Mining
Construction Equipment
Technology Hardware
Industrial Equipment
Retail
Wholesale Distribution
Energy
Aviation
Commercial Real Estate
Financial Services
Legal
Finance
Procurement
Treasury
Risk Management
Operations
Commercial
Compliance
Supply Chain
Asset Management
Commercial Director
Chief Financial Officer
Treasury Manager
Procurement Manager
Asset Manager
Risk Manager
Legal Counsel
Contract Manager
Operations Director
Finance Manager
Commercial Operations Manager
Supply Chain Manager
Business Development Manager
Compliance Officer
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