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Escrow Purchase Agreement

Escrow Purchase Agreement Template for Singapore

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Key Requirements PROMPT example:

Escrow Purchase Agreement

"I need an Escrow Purchase Agreement under Singapore law for a software company acquisition worth $5M, where the escrow amount will be held for 6 months after closing in March 2025, with specific release conditions tied to technical performance metrics."

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Document background
The Escrow Purchase Agreement is a crucial document used in Singapore for transactions requiring secure handling of funds or assets through a trusted intermediary. This agreement is particularly important when parties seek additional security in high-value transactions or when there are conditions that must be met before the transaction can be completed. The document outlines the complete purchase process, escrow mechanisms, release conditions, and responsibilities of all parties involved, while ensuring compliance with Singapore's legal framework, including the Contract Law and Trustees Act.
Suggested Sections

1. Parties: Identification of buyer, seller, and escrow agent with full details

2. Background: Context of the transaction and purpose of the escrow arrangement

3. Definitions: Key terms used throughout the agreement

4. Purchase Price and Payment Terms: Details of the purchase amount and payment structure

5. Escrow Terms: Conditions for holding and releasing the escrow funds/assets

6. Escrow Agent's Duties: Responsibilities and obligations of the escrow agent

7. Release Conditions: Specific conditions that must be met for release of escrow

8. Termination: Conditions for ending the agreement

9. Governing Law: Specification of Singapore law as governing law

Optional Sections

1. Digital Asset Provisions: Required when transaction involves digital assets or cryptocurrencies

2. International Transfer Provisions: Required for cross-border transactions

3. Multiple Currency Provisions: Handling multiple currencies in the transaction

Suggested Schedules

1. Schedule 1: Asset Description: Detailed description of assets being purchased

2. Schedule 2: Payment Schedule: Detailed payment terms and timelines

3. Schedule 3: Due Diligence Requirements: List of required documents and verifications

4. Appendix A: Escrow Release Instructions: Detailed procedures for releasing escrow funds

5. Appendix B: Required Forms: Standard forms for escrow release requests and notifications

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Clauses
Appointments
Asset Description
Confidentiality
Consideration
Dispute Resolution
Duties and Obligations
Escrow Agent Fees
Escrow Arrangements
Escrow Release Conditions
Events of Default
Force Majeure
Governing Law
Indemnification
Interest on Escrow Funds
Liability and Limitations
Notices
Payment Terms
Purchase Price
Representations and Warranties
Resignation and Replacement of Escrow Agent
Security Measures
Severability
Tax Provisions
Term and Termination
Third Party Rights
Time of Essence
Transfer Restrictions
Variation
Waiver
Industries

Contract Law (Chapter 53): Primary legislation governing formation and enforcement of contracts in Singapore, including fundamental principles of offer, acceptance, and consideration

Civil Law Act (Chapter 43): Foundational legislation governing civil matters in Singapore, including contract formalities and enforceability

Electronic Transactions Act: Legislation governing the validity of electronic contracts and digital signatures in Singapore

Trustees Act (Chapter 337): Legislation governing trust relationships and trustee obligations, relevant for escrow arrangements

Money-changing and Remittance Businesses Act: Regulatory framework for currency transactions and money transfer services in Singapore

Payment Services Act 2019: Legislation governing digital payment services and payment systems in Singapore

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

Trust Law Principles: Common law principles governing trust relationships and fiduciary duties in escrow arrangements

Banking Regulations: Regulatory framework governing banking operations and escrow accounts in Singapore

Property Law: Laws governing real estate transactions and property rights if the escrow involves property

Singapore Law Society Guidelines: Professional guidelines and best practices for legal practitioners handling escrow arrangements

MAS Guidelines: Monetary Authority of Singapore's regulatory guidelines for financial transactions and services

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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