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Commercial Buy Sell Agreement
I need a Commercial Buy Sell Agreement for the purchase of manufacturing equipment worth £500,000 from a UK supplier, with delivery scheduled for March 2025 and including detailed warranty provisions for specialized machinery.
1. Parties: Identification and details of all contracting parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Sale and Purchase: Core transaction terms including price, goods/assets being sold
5. Payment Terms: Payment amount, method, and timing
6. Delivery: Delivery terms, timing, and logistics
7. Title and Risk: When ownership and risk transfer to the buyer
8. Warranties: Standard warranties regarding goods/assets
9. Termination: Circumstances and process for ending the agreement
10. Governing Law: Specification of applicable law and jurisdiction
1. Conditions Precedent: Conditions that must be met before completion - used for complex transactions with pre-completion requirements
2. Post-Completion Obligations: Ongoing obligations after main transaction - used when parties have continuing obligations
3. Intellectual Property: IP rights transfer or licensing - used when IP is involved in the transaction
4. Confidentiality: Protection of confidential information - used when sensitive information is shared
1. Schedule 1 - Asset List: Detailed list of goods/assets being sold
2. Schedule 2 - Pricing Schedule: Detailed pricing breakdown if complex
3. Schedule 3 - Warranties: Detailed warranties if extensive
4. Schedule 4 - Technical Specifications: Detailed technical requirements of goods
5. Appendix A - Forms and Notices: Standard forms and notice templates
Authors
Assets
Business Day
Closing
Closing Date
Completion
Confidential Information
Contract Price
Deliverables
Delivery Date
Delivery Location
Effective Date
Encumbrance
Force Majeure Event
Goods
Intellectual Property Rights
Law
Losses
Material Adverse Change
Party/Parties
Payment Terms
Purchase Price
Purchase Order
Quality Standards
Representatives
Seller's Warranties
Specification
Tax
Term
Territory
Title
Transaction
VAT
Warranty Period
Working Hours
Condition of Goods
Confidentiality
Counterparts
Delivery
Dispute Resolution
Entire Agreement
Force Majeure
Further Assurance
Governing Law and Jurisdiction
Indemnification
Inspection and Testing
Insurance
Intellectual Property
Liability Limitations
Notices
Payment Terms
Price and Payment
Quality Assurance
Records and Audit Rights
Rejection of Goods
Returns and Refunds
Risk and Title
Severability
Survival
Taxes
Term and Termination
Third Party Rights
Variation
Warranties and Representations
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