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1. Parties: Identifies and provides full legal names and addresses of all parties involved in the intended transaction
2. Background: Explains the context and circumstances leading to the intent to sell
3. Definitions: Defines key terms used throughout the document
4. Subject Matter of Sale: Detailed description of the property or goods intended to be sold
5. Purchase Price: Proposed purchase price and any pricing conditions or adjustments
6. Timeline: Expected timeline for completing the final sale agreement
7. Deposit: Details of any deposit required, including amount, payment terms, and conditions for refund or forfeiture
8. Due Diligence: Outline of the due diligence process and requirements
9. Conditions Precedent: Conditions that must be satisfied before proceeding with the final sale
10. Binding Effect: Clarifies which aspects of the agreement are binding and non-binding
11. Confidentiality: Obligations regarding confidential information shared during the process
12. Termination: Circumstances under which either party may terminate the intent to sell
13. Governing Law: Specifies that Canadian law governs the agreement
14. Signatures: Execution block for all parties
1. Exclusivity: Prevents the seller from entertaining other offers during a specified period - include when requested by buyer
2. Broker/Agent Provisions: Details regarding real estate agents or brokers involved - include when agents are part of the transaction
3. Financing Contingency: Conditions related to the buyer obtaining necessary financing - include when buyer requires financing
4. Property Inspection: Terms for property inspection rights - include for real estate transactions
5. Inventory: For business sales, details of inventory to be included - use in business asset sales
6. Employee Matters: Provisions regarding existing employees - include in business sales with employees
7. Environmental Matters: Environmental inspection and compliance requirements - include for industrial or commercial property sales
8. Intellectual Property: Provisions regarding transfer of IP rights - include in business or technology sales
1. Schedule A - Property Description: Detailed description of the property or assets intended to be sold
2. Schedule B - Purchase Price Calculation: Detailed breakdown of the purchase price components and adjustments
3. Schedule C - Due Diligence Requirements: Comprehensive list of due diligence items and requirements
4. Schedule D - Timeline and Key Dates: Detailed timeline of key dates and deadlines
5. Appendix 1 - Property Documents: List of property-related documents to be provided during due diligence
6. Appendix 2 - Required Authorizations: List of required permits, licenses, and authorizations
7. Appendix 3 - Form of Final Sale Agreement: Draft or outline of the proposed final sale agreement
Business Day
Closing
Closing Date
Confidential Information
Deposit
Due Diligence Period
Effective Date
Encumbrance
Exclusivity Period
Final Sale Agreement
Governmental Authority
Intended Purchase Price
Laws
Material Adverse Change
Parties
Permitted Encumbrances
Property
Purchase Price
Purchaser
Representative
Seller
Subject Matter
Term
Third Party
Transaction
Transfer
Due Diligence Materials
Binding Provisions
Non-Binding Provisions
Conditions Precedent
Termination Date
Working Capital
Interpretation
Definitions
Intent to Sell
Purchase Price
Deposit
Due Diligence
Conditions Precedent
Exclusivity
Confidentiality
Representations and Warranties
Covenants
Access Rights
Time Periods
Binding Effect
Non-Binding Provisions
Expenses
Notices
Assignment
Amendment
Termination
Governing Law
Dispute Resolution
Force Majeure
Entire Agreement
Severability
Further Assurances
Counterparts
Good Faith
Authority
Real Estate
Commercial Property
Residential Property
Manufacturing
Retail
Professional Services
Technology
Industrial
Hospitality
Agriculture
Automotive
Legal
Real Estate
Sales
Business Development
Finance
Corporate Development
Investment
Operations
Property Management
Contract Administration
Chief Executive Officer
Chief Financial Officer
Real Estate Agent
Business Broker
Property Manager
Legal Counsel
Corporate Lawyer
Business Development Manager
Sales Director
Contract Manager
Real Estate Developer
Acquisition Manager
Investment Manager
Property Developer
Commercial Real Estate Manager
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