Price Purchase Agreement Template for New Zealand

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Key Requirements PROMPT example:

Price Purchase Agreement

"I need a Purchase Price Agreement for acquiring manufacturing equipment worth NZD 2.5 million from a supplier in Auckland, with delivery scheduled for March 2025 and payment in three installments."

Document background
The Purchase Price Agreement is a crucial commercial document used in New Zealand business transactions where one party intends to purchase assets, goods, or property from another. This agreement type is essential for transactions requiring detailed price mechanisms, payment structures, and completion conditions. It is particularly important in complex commercial transactions where certainty and clarity are paramount. The document must comply with New Zealand legislation, including the Contract and Commercial Law Act 2017, Sale of Goods Act 1908, and Fair Trading Act 1986. It typically includes comprehensive provisions for price calculation, payment terms, conditions precedent, warranties, and completion requirements, making it suitable for both straightforward and complex commercial transactions. The Price Purchase Agreement serves as the primary document governing the transaction and often works in conjunction with other transaction documents such as security agreements, guarantees, or escrow arrangements.
Suggested Sections

1. Parties: Identification and details of the seller and purchaser, including legal names, addresses, and company registration numbers if applicable

2. Background: Context of the transaction, relationship between parties, and purpose of the agreement

3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules for interpretation

4. Purchase and Sale: Core agreement to purchase and sell the specified goods or assets

5. Purchase Price: Detailed specification of the purchase price, including any adjustments or calculations

6. Payment Terms: Payment schedule, method of payment, and any conditions attached to payments

7. Delivery and Transfer: Terms for delivery of goods, transfer of title, and risk allocation

8. Conditions Precedent: Any conditions that must be satisfied before the agreement becomes fully effective

9. Representations and Warranties: Standard representations and warranties from both parties

10. GST and Tax Provisions: Treatment of GST and other tax matters related to the transaction

11. Default and Termination: Circumstances constituting default and rights of termination

12. Dispute Resolution: Process for resolving disputes between the parties

13. General Provisions: Standard boilerplate clauses including notices, amendments, governing law

Optional Sections

1. Due Diligence: Used when the purchaser requires a period to investigate the assets or goods before finalizing the purchase

2. Intellectual Property: Required when the purchase includes IP rights or licenses

3. Employee Matters: Necessary when the purchase involves transfer of employees or employment-related obligations

4. Environmental Matters: Important when the purchase involves assets with potential environmental implications

5. Transitional Services: Used when the seller will provide ongoing services post-completion

6. Security Interests: Required when there are existing securities over the assets or new securities being created

7. Earn-out Provisions: Used when part of the purchase price is contingent on future performance

8. Confidentiality: Detailed confidentiality provisions when sensitive information is involved

9. Competition and Restraint: Required when restrictions on future competition are needed

Suggested Schedules

1. Asset Schedule: Detailed description and specification of assets being purchased

2. Price Calculation Schedule: Detailed methodology for calculating the purchase price, including any adjustments

3. Completion Checklist: List of documents and actions required for completion

4. Form of Transfer Documents: Templates for documents required to effect the transfer

5. Warranties Schedule: Detailed warranties given by the seller

6. Encumbrances Schedule: List of any existing encumbrances on the assets

7. Required Consents: List of third-party consents required for the transaction

8. Disclosure Schedule: Seller's disclosures against the warranties

9. Technical Specifications: Detailed technical specifications of goods or assets being purchased

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

Manufacturing

Retail

Wholesale

Technology

Real Estate

Agriculture

Mining

Construction

Professional Services

Healthcare

Education

Transport and Logistics

Energy

Telecommunications

Relevant Teams

Legal

Finance

Procurement

Commercial

Operations

Risk and Compliance

Corporate Development

Treasury

Tax

Business Development

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Commercial Director

Procurement Manager

Legal Counsel

Contract Manager

Business Development Manager

Finance Manager

Operations Manager

Risk Manager

Compliance Officer

Corporate Lawyer

Transaction Advisory Manager

Investment Manager

Asset Manager

Industries
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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