Non Binding Purchase Agreement Template for Singapore

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Key Requirements PROMPT example:

Non Binding Purchase Agreement

"I need a Non Binding Purchase Agreement under Singapore law for potential acquisition of manufacturing equipment worth approximately SGD 2.5 million, with a due diligence period extending until March 2025."

Document background
The Non-Binding Purchase Agreement is commonly used in Singapore business transactions as a preliminary step before finalizing a binding purchase contract. It allows parties to document their initial understanding and proposed terms while maintaining flexibility during negotiations. This document typically includes details about the potential transaction, proposed pricing, timeline, and any conditions precedent, while explicitly stating its non-binding nature. It's particularly useful in complex transactions where parties need to document their discussions and conduct due diligence before committing to a binding agreement.
Suggested Sections

1. Parties: Identification and details of all parties involved in the agreement

2. Background: Context and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

4. Non-Binding Nature: Clear statement that the agreement is not legally binding

5. Subject Matter: Description of goods/services to be purchased

6. Pricing and Payment Terms: Proposed pricing structure and payment arrangements

Optional Sections

1. Confidentiality: Terms regarding confidential information - include when sensitive information is shared

2. Due Diligence: Process for evaluating the purchase - include for complex or high-value transactions

3. Timeline: Proposed schedule for the transaction - include when timing is important

4. Exclusivity: Terms of exclusive negotiations - include when parties want exclusive negotiating rights

Suggested Schedules

1. Product Specifications: Detailed description of goods/services to be purchased

2. Pricing Schedule: Detailed breakdown of prices and payment terms

3. Timeline Schedule: Detailed timeline of proposed transaction steps

4. Due Diligence Requirements: List of required documentation and information

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

Industries

Civil Law Act: Primary legislation governing contract law in Singapore that sets out fundamental principles of contract formation and enforcement

Contracts (Rights of Third Parties) Act: Legislation governing how third parties may enforce terms of a contract to which they are not a direct party

Electronic Transactions Act: Legislation providing legal framework for electronic contracts and digital signatures in Singapore

Sale of Goods Act: Key legislation governing the sale and purchase of goods, including terms and conditions of sale contracts

Supply of Goods Act: Legislation governing the supply of goods and related transactions in Singapore

Consumer Protection (Fair Trading) Act: Law protecting consumers against unfair practices and ensuring fair trading standards

Consumer Protection (Trade Descriptions and Safety Requirements) Act: Legislation ensuring accurate trade descriptions and maintaining safety standards in goods

Competition Act: Legislation promoting competitive markets and preventing anti-competitive practices that might affect purchase agreements

Personal Data Protection Act: Law governing the collection, use, and disclosure of personal data in Singapore, relevant if personal data is part of the agreement

Non-Binding Agreement Principles: Legal principles requiring clear statement of non-binding nature while avoiding unintended creation of legal relations

Contract Formation Principles: Essential elements including offer, acceptance, consideration, and capacity of parties, even in non-binding contexts

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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