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Pre Purchase Agreement
"I need a Pre Purchase Agreement for the acquisition of a commercial property in Central, Hong Kong, with a completion date of March 15, 2025, including specific provisions for due diligence and multiple payment installments."
1. Parties: Identification and details of all parties involved in the agreement, including full legal names, registration numbers for companies, and addresses
2. Background: Context of the transaction, relationship between parties, and general purpose of the agreement
3. Definitions: Definitions and interpretations of key terms used throughout the agreement
4. Subject Matter: Detailed description of the goods/property/assets to be purchased
5. Purchase Price: Specified purchase price, payment structure, and payment terms
6. Deposit: Details of any deposit required, payment timing, and deposit handling terms
7. Conditions Precedent: Conditions that must be satisfied before the agreement becomes fully effective
8. Due Diligence: Terms regarding the buyer's right to conduct due diligence and related procedures
9. Completion: Details of the completion process, timing, and requirements
10. Representations and Warranties: Standard representations and warranties from both parties
11. Termination: Circumstances under which the agreement can be terminated and consequences
12. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction details
13. General Provisions: Standard boilerplate clauses including notices, entire agreement, and amendments
1. Language: Clause specifying prevailing language when agreement is bilingual (English/Chinese) - include when dealing with mainland Chinese parties
2. Confidentiality: Detailed confidentiality obligations - include for sensitive commercial transactions
3. Force Majeure: Provisions for unforeseen circumstances preventing performance - include for long-term or high-value transactions
4. Assignment: Rights and restrictions regarding assignment of the agreement - include when assignment rights are important to either party
5. Broker/Agent Provisions: Terms relating to any intermediaries involved - include when brokers or agents are part of the transaction
6. Tax Provisions: Specific tax-related terms and responsibilities - include for high-value transactions or when tax implications are significant
7. Financing Conditions: Terms related to obtaining financing - include when purchase is subject to financing approval
8. Intellectual Property: IP-related terms - include when the purchase involves IP rights
1. Asset Schedule: Detailed description and specifications of the assets being purchased
2. Payment Schedule: Detailed breakdown of payment terms, installments, and timing
3. Due Diligence Requirements: List of required due diligence items and documentation
4. Form of Notice: Template for various notices required under the agreement
5. Completion Checklist: List of items required for completion
6. Warranty Schedule: Detailed warranties specific to the assets or property
7. Required Consents: List of third-party consents or regulatory approvals required
Authors
Assets
Business Day
Completion
Completion Date
Conditions Precedent
Confidential Information
Consideration
Deposit
Due Diligence
Due Diligence Period
Effective Date
Encumbrance
Force Majeure Event
Governmental Authority
Hong Kong
Initial Payment
Intellectual Property Rights
Laws
Liabilities
Long Stop Date
Material Adverse Change
Notice
Parties
Payment Schedule
Permitted Encumbrances
Purchase Price
Purchaser
Related Parties
Relevant Authority
Representatives
Seller
Signing Date
Subject Matter
Termination Event
Transaction
Transaction Documents
Warranties
Working Hours
Definitions
Subject Matter
Purchase Price
Payment Terms
Deposit
Conditions Precedent
Due Diligence
Representations and Warranties
Completion
Pre-Completion Obligations
Post-Completion Obligations
Confidentiality
Non-Disclosure
Warranties
Indemnification
Force Majeure
Assignment
Termination
Break Fee
Notices
Further Assurance
Costs and Expenses
Time of Essence
Entire Agreement
Severability
Waiver
Amendment
Counterparts
Third Party Rights
Language
Governing Law
Jurisdiction
Dispute Resolution
Regulatory Compliance
Anti-Money Laundering
Data Protection
Authority and Capacity
No Encumbrance
Good Title
Real Estate
Manufacturing
Technology
Financial Services
Retail
Import/Export
Professional Services
Construction
Healthcare
Hospitality
Automotive
Telecommunications
Legal
Finance
Procurement
Commercial
Operations
Risk & Compliance
Business Development
Corporate Secretariat
Investment
Property Management
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Commercial Director
Procurement Manager
Legal Counsel
Contract Manager
Business Development Manager
Property Manager
Investment Manager
Corporate Secretary
Risk Manager
Compliance Officer
Operations Director
Managing Director
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