The Deed of Sale Rights Only is a specialized legal instrument commonly used in Australian commercial transactions where specific rights need to be formally transferred between parties. It is particularly relevant when the transfer involves valuable commercial, intellectual, or proprietary rights that require the additional formality and enforceability provided by a deed structure rather than a simple contract. This document type is used across various sectors and is especially important in scenarios involving the sale of intellectual property rights, mining rights, water rights, development rights, or other intangible assets. The deed format provides additional protection through longer limitation periods and potentially removes the need for consideration under Australian law. The document must comply with both federal Australian legislation and state-specific requirements regarding deed execution and property transfer.

1. Parties: Identifies and defines all parties to the deed, including the transferor (seller) and transferee (buyer) of the rights

2. Background: Sets out the context of the deed, including the nature of the rights being sold and any relevant history

3. Definitions and Interpretation: Defines key terms used throughout the deed and establishes interpretation principles

4. Sale and Transfer: Core provision detailing the rights being sold and transferred

5. Consideration: Specifies the amount and terms of payment for the rights

6. Warranties and Representations: Seller's warranties regarding ownership and right to sell the rights being transferred

7. Completion: Details of when and how the transfer will be completed

8. Further Assurance: Obligations to execute further documents or take additional steps if needed

9. GST: Treatment of GST in relation to the sale

10. Confidentiality: Obligations regarding confidential information

11. General Provisions: Standard boilerplate provisions including notices, governing law, etc.

12. Execution: Formal execution blocks meeting deed requirements