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1. Parties: Identification and details of the seller and buyer, including full legal names, addresses, and registration numbers if companies
2. Background: Context of the sale, including brief description of the goods/property being sold and the parties' intention to enter into this agreement
3. Definitions: Key terms used throughout the agreement defined for clarity and consistency
4. Sale and Purchase: Core terms of the sale including the specific description of goods/property being sold
5. Purchase Price: The agreed price, payment terms, method of payment, and payment schedule if applicable
6. Delivery Terms: Specifications for delivery including timing, location, and responsibility for delivery costs
7. Title and Risk: When and how title passes to the buyer, and allocation of risk during transit
8. Warranties and Representations: Seller's warranties regarding the goods/property and general warranties from both parties
9. Inspection and Acceptance: Buyer's rights to inspect goods and process for accepting or rejecting delivery
10. Termination: Circumstances under which the agreement can be terminated and consequences of termination
11. Governing Law: Specification that Nigerian law governs the agreement
12. Dispute Resolution: Process for resolving disputes between parties
13. General Provisions: Standard boilerplate clauses including notices, entire agreement, and severability
1. Conditions Precedent: Used when the sale is conditional upon certain events or actions occurring before completion
2. Quality Standards: Included when specific quality requirements or standards must be met for the goods
3. Insurance: Required when specific insurance arrangements need to be maintained by either party
4. Intellectual Property: Necessary when the sale involves products with associated intellectual property rights
5. Confidentiality: Important when sensitive information will be exchanged during the transaction
6. Force Majeure: Optional clause dealing with circumstances beyond parties' control
7. Assignment: Include when parties need to specify whether rights under the agreement can be transferred
8. Agency and Partnership: Required when clarifying that no agency or partnership is created by the agreement
1. Schedule 1 - Description of Goods: Detailed technical specifications or description of the goods being sold
2. Schedule 2 - Payment Schedule: If payment is in installments, detailed breakdown of payment amounts and dates
3. Schedule 3 - Delivery Schedule: If multiple deliveries, detailed timeline and requirements for each delivery
4. Appendix A - Quality Standards: Specific quality requirements, testing procedures, or certification requirements
5. Appendix B - Form of Acceptance Certificate: Template for formal acceptance of goods by the buyer
6. Appendix C - Warranty Terms: Detailed warranty terms and conditions if extensive
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