Principal Sale And Purchase Agreement Template for Ireland

1. Tax Covenant: Detailed tax indemnity provisions, used when tax liabilities are a significant concern

2. Non-Competition: Restrictions on seller's competing activities, used when protecting goodwill is important

3. Employee Provisions: Detailed provisions regarding employees, used when staff are transferring

4. Intellectual Property: Specific IP provisions, used when IP assets are material to the transaction

5. Data Protection: Detailed GDPR compliance provisions, used when personal data is being transferred

6. Property: Specific real estate provisions, used when property assets are material

7. Environmental Matters: Environmental warranties and indemnities, used for businesses with environmental risks

8. Earn-out Provisions: Mechanism for additional payments based on future performance, used in price adjustment scenarios

9. Break Fee: Provisions for payment if the deal fails, used in higher-risk transactions

1. Schedule 1 - Definitions: Detailed definitions used throughout the agreement

2. Schedule 2 - Assets: Detailed list of assets included in the sale

3. Schedule 3 - Properties: Details of any real estate included in the sale

4. Schedule 4 - Intellectual Property: List of IP rights included in the sale

5. Schedule 5 - Employees: List of transferring employees and their key terms

6. Schedule 6 - Warranties: Full set of warranties given by the seller

7. Schedule 7 - Tax Covenant: Detailed tax indemnity provisions

8. Schedule 8 - Completion Obligations: Detailed list of completion deliverables

9. Appendix 1 - Form of Transfer Deed: Form of asset transfer documentation

10. Appendix 2 - Disclosure Letter: Form of disclosure letter qualifying the warranties