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Agreement Of Sale Contract
"I need an Agreement of Sale Contract under Irish law for the sale of manufacturing equipment between my company and a German buyer, including warranty terms and installation requirements, with completion scheduled for March 2025."
1. Parties: Identifies and defines the seller and buyer with full legal names and addresses
2. Background: Provides context for the agreement and basic information about the transaction
3. Definitions: Defines key terms used throughout the agreement
4. Sale and Purchase: Details the core agreement to sell and purchase, including the subject matter of the sale
5. Purchase Price: Specifies the price, payment terms, and payment method
6. Completion: Sets out the completion date and process for closing the sale
7. Seller's Warranties: Contains the seller's representations and warranties about the goods/property being sold
8. Buyer's Warranties: Contains the buyer's representations and warranties
9. Risk and Title: Specifies when risk and title pass from seller to buyer
10. Confidentiality: Establishes confidentiality obligations regarding the transaction
11. Notices: Specifies how formal notices under the agreement should be given
12. General Provisions: Contains standard boilerplate clauses including governing law, entire agreement, and severability
13. Execution: Signature blocks and execution formalities
1. Due Diligence: Used when the buyer needs to conduct investigations before completion
2. Conditions Precedent: Include when completion is subject to certain conditions being met
3. Tax Provisions: Required for transactions with specific tax implications or requirements
4. Intellectual Property: Include when the sale involves IP rights
5. Employee Matters: Necessary when the sale includes transfer of employees
6. Post-Completion Obligations: Used when parties have ongoing obligations after completion
7. Non-Competition: Include when seller agrees not to compete after the sale
8. Insurance: Required when specific insurance arrangements are part of the transaction
9. Force Majeure: Include when parties want specific provisions for unforeseen circumstances
1. Schedule 1 - Description of Assets: Detailed description of the goods or assets being sold
2. Schedule 2 - Purchase Price Calculation: Detailed breakdown of the purchase price components
3. Schedule 3 - Completion Requirements: List of documents and actions required for completion
4. Schedule 4 - Warranties: Detailed warranties given by the seller
5. Schedule 5 - Encumbrances: List of any existing encumbrances on the assets
6. Appendix A - Form of Transfer Documents: Templates for documents required to transfer ownership
7. Appendix B - Condition Report: Detailed report on the condition of goods/assets being sold
Authors
Assets
Business Day
Completion
Completion Date
Confidential Information
Consideration
Deposit
Effective Date
Encumbrances
Force Majeure Event
Goods
Intellectual Property Rights
Liabilities
Losses
Material Adverse Change
Parties
Purchase Price
Purchaser
Related Parties
Seller
Signing Date
Specifications
Tax
Term
Territory
Third Party
Transaction
Transfer
Warranties
Working Hours
Written Notice
Schedules
Permitted Encumbrances
Representatives
Condition Precedent
Completion Requirements
Due Diligence
Governing Law
VAT
Interpretation
Sale and Purchase
Purchase Price
Payment Terms
Completion
Conditions Precedent
Due Diligence
Transfer of Title
Risk Transfer
Seller's Warranties
Buyer's Warranties
Representations
Intellectual Property
Confidentiality
Data Protection
Non-Competition
Force Majeure
Indemnification
Limitation of Liability
Insurance
Default and Termination
Remedies
Assignment
Notices
Amendments
Severability
Entire Agreement
Further Assurance
Costs
Governing Law
Jurisdiction
Dispute Resolution
Counterparts
Third Party Rights
Time of Essence
Survival
Tax Provisions
Boilerplate Clauses
Retail
Manufacturing
Real Estate
Technology
Automotive
Agriculture
Construction
Professional Services
Energy
Consumer Goods
Industrial Equipment
Telecommunications
Healthcare
Hospitality
Legal
Procurement
Sales
Commercial
Operations
Compliance
Risk Management
Business Development
Contract Administration
Corporate Governance
Legal Counsel
Contract Manager
Commercial Director
Procurement Manager
Sales Director
Business Development Manager
Company Secretary
Chief Legal Officer
Compliance Officer
Operations Manager
Property Manager
Asset Manager
Risk Manager
Commercial Manager
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