Business Seller Financing Agreement Template for Singapore

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Key Requirements PROMPT example:

Business Seller Financing Agreement

"I need a Business Seller Financing Agreement for the sale of my Singapore-based restaurant business valued at SGD 2.5 million, where I'll be providing 60% seller financing over 5 years with monthly repayments starting March 2025."

Document background
The Business Seller Financing Agreement is utilized when a business owner in Singapore agrees to finance part of the purchase price for their business's sale. This arrangement is particularly common in situations where traditional bank financing may be difficult to obtain or when the seller wishes to earn interest income while facilitating the sale. The agreement must comply with Singapore's regulatory framework, including the Companies Act and relevant financial regulations. It typically includes detailed terms about payment structure, security arrangements, default provisions, and may require registration with relevant authorities depending on the security provided.
Suggested Sections

1. Parties: Identification and details of the seller and buyer

2. Background: Context of the transaction and business being sold

3. Definitions: Key terms used throughout the agreement

4. Purchase Price and Payment Terms: Total consideration and financing structure

5. Security Arrangements: Collateral and security provisions

6. Interest and Payment Schedule: Interest rates and repayment terms

7. Default Provisions: Consequences of payment default or breach

8. Representations and Warranties: Standard assurances from both parties

Optional Sections

1. Personal Guarantees: Additional security provisions when personal guarantees from individuals are required beyond business assets

2. Subordination Provisions: Provisions governing priority of payments when other creditors are involved in the transaction

3. Insurance Requirements: Mandatory insurance coverage requirements when specific assets need protection

Suggested Schedules

1. Payment Schedule: Detailed breakdown of payment dates and amounts

2. Asset Schedule: Comprehensive list of assets serving as security

3. Business Valuation Report: Independent valuation of the business

4. Financial Statements: Recent financial records of the business

5. Security Documents: Forms and registrations for security interests

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
Industries

Companies Act (Cap. 50): Primary legislation governing company operations, corporate structure, and business conduct in Singapore

Application of English Law Act: Provides the foundation for contract law principles in Singapore through the application of English common law

Moneylenders Act (Cap. 188): Regulates moneylending activities and may apply depending on the financing structure

Securities and Futures Act (Cap. 289): Regulates securities trading and financial products, relevant if securities are part of the financing arrangement

Banking Act (Cap. 19): Governs banking operations and financial services in Singapore

MAS Guidelines: Regulatory guidelines issued by the Monetary Authority of Singapore concerning business financing practices

AML/CFT Regulations: Anti-Money Laundering and Countering the Financing of Terrorism regulations for financial transactions

Conveyancing and Law of Property Act (Cap. 61): Governs property transactions and security interests in real property

Registration of Deeds Act (Cap. 269): Regulates the registration of legal documents relating to property transactions

Personal Property Securities Act: Future legislation (when enacted) governing security interests in personal property

Bankruptcy Act (Cap. 20): Governs bankruptcy proceedings and creditor rights

Insolvency, Restructuring and Dissolution Act 2018: Comprehensive legislation dealing with corporate insolvency and restructuring

Limitations Act (Cap. 163): Sets time limits for enforcement of legal rights and bringing of legal actions

Stamp Duties Act (Cap. 312): Governs stamp duties payable on legal documents and transactions

Income Tax Act: Regulates tax implications of business financing arrangements and related transactions

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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