Commercial Property Sales Contract Template for India

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Key Requirements PROMPT example:

Commercial Property Sales Contract

"I need a Commercial Property Sales Contract for purchasing a 50,000 sq ft office building in Mumbai's Bandra-Kurla Complex, with existing tenants whose leases need to be honored until March 2025, and the contract must include specific provisions for parking rights and building maintenance responsibilities."

Document background
The Commercial Property Sales Contract is a crucial legal instrument used in India for transferring ownership of commercial real estate between parties. It is essential for transactions involving office spaces, retail establishments, industrial properties, and other commercial real estate assets. The document must comply with multiple Indian legislations, including the Transfer of Property Act, 1882, Registration Act, 1908, and state-specific property laws. It typically includes comprehensive details about the property, parties involved, sale consideration, payment terms, warranties, and completion requirements. This contract type is particularly important as it forms the basis for property registration, stamp duty assessment, and serves as evidence of the transaction. It requires careful consideration of local municipal regulations, zoning laws, and may need to address specific requirements such as environmental clearances or foreign investment regulations when applicable.
Suggested Sections

1. Parties: Details of the seller and purchaser, including full legal names, addresses, and registration details for companies

2. Background: Context of the transaction, including brief property description and seller's ownership status

3. Definitions: Definitions of key terms used throughout the agreement

4. Property Details: Comprehensive description of the property including exact location, boundaries, and built-up area

5. Sale Consideration: Purchase price, payment terms, and schedule of payments

6. Payment Terms: Detailed breakdown of payment structure, including earnest money, stage payments, and final payment

7. Representations and Warranties: Seller's declarations regarding property title, encumbrances, and legal status

8. Seller's Obligations: Responsibilities of the seller including delivery of documents and property possession

9. Purchaser's Obligations: Responsibilities of the purchaser including timely payments and due diligence

10. Conditions Precedent: Conditions that must be satisfied before completion

11. Completion: Process and requirements for completing the transaction

12. Default and Remedies: Consequences of breach and available remedies

13. Governing Law and Jurisdiction: Applicable law and courts having jurisdiction

14. Notices: Process and addresses for serving notices

15. Execution: Signing and witnessing requirements

Optional Sections

1. Foreign Exchange Compliance: Required when either party is a foreign entity or NRI

2. Municipal Permissions: When property requires specific municipal approvals or changes in usage

3. Environmental Compliance: For properties requiring environmental clearances or with environmental concerns

4. Existing Tenancies: When the property has existing tenants and lease arrangements

5. Development Rights: When additional development potential or TDR is part of the transaction

6. GST Provisions: For under-construction properties or where GST is applicable

7. Mortgage Details: When property has existing mortgage that needs to be discharged

8. Force Majeure: For long-term transactions where completion might be affected by unforeseen circumstances

Suggested Schedules

1. Property Description Schedule: Detailed property specifications, boundaries, and floor plans

2. Title Documents: List of all title documents and their copies

3. Payment Schedule: Detailed breakdown of payment terms and milestones

4. Encumbrance Certificate: Recent encumbrance certificate and history

5. Outstanding Liabilities: List of pending dues, taxes, or charges on the property

6. Property Tax Records: History of property tax payments and current status

7. Approved Plans: Municipal-approved building plans and sanctions

8. Due Diligence Report: Summary of legal and technical due diligence findings

9. Handover Checklist: List of items, documents, and keys to be handed over at completion

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Real Estate

Commercial Property Development

Retail

Manufacturing

Hospitality

Healthcare

Information Technology

Banking and Financial Services

Professional Services

Logistics and Warehousing

Education

Relevant Teams

Legal

Finance

Real Estate

Operations

Facilities Management

Risk and Compliance

Corporate Affairs

Business Development

Property Management

Asset Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Legal Director

Property Manager

Real Estate Manager

Facilities Manager

Corporate Lawyer

Commercial Director

Operations Director

Business Development Manager

Property Acquisition Manager

Risk Manager

Compliance Officer

Finance Manager

Industries
Transfer of Property Act, 1882: Governs the transfer of property between parties, including rules for sales, requirements for valid transfer, and rights and obligations of parties
Registration Act, 1908: Mandates the registration of property documents and deeds, specifying the process and requirements for registration of property transactions
Indian Contract Act, 1872: Provides the fundamental principles of contract formation, including offer, acceptance, consideration, and capacity to contract
Indian Stamp Act, 1899: Governs the stamp duty payable on property transactions and other legal documents
Real Estate (Regulation and Development) Act, 2016: Regulates real estate transactions, ensures transparency, and protects buyers' interests in commercial property transactions
Income Tax Act, 1961: Relevant sections dealing with capital gains tax on property transactions and TDS requirements
State-specific Property Laws: Local laws and regulations specific to the state where the property is located, including specific stamp duty rates and registration requirements
Municipal Laws and Building Codes: Local municipal regulations governing commercial properties, including zoning laws and building usage permissions
Environmental Protection Act, 1986: Environmental compliance requirements for commercial properties, particularly relevant for industrial or large commercial establishments
Foreign Exchange Management Act, 1999: Applicable if any party to the transaction is a foreign entity or NRI, governing foreign investment in Indian real estate
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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