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1. Parties: Identification and details of the buyer and seller
2. Background: Context of the transaction and relationship between the parties
3. Definitions: Definitions of key terms used throughout the agreement
4. Contingent Conditions: Detailed description of the conditions that must be satisfied for the purchase to proceed
5. Purchase and Sale: Core terms of the purchase including asset description and purchase price
6. Timing and Completion: Timeline for satisfaction of conditions and completion of the purchase
7. Payment Terms: Details of payment structure, method, and timing
8. Representations and Warranties: Standard representations and warranties from both parties
9. Termination: Circumstances under which the agreement may be terminated
10. Governing Law and Jurisdiction: Specification of Malaysian law as governing law and jurisdiction details
1. Regulatory Approvals: Required when the transaction is subject to regulatory oversight or specific permissions
2. Due Diligence: When detailed investigation of the purchase target is required as a contingency
3. Financing Conditions: When the purchase is contingent on securing specific financing arrangements
4. Environmental Compliance: For purchases involving real estate or businesses with environmental implications
5. Third Party Consents: When the transaction requires approval from specific third parties
6. Post-Completion Obligations: For transactions requiring specific actions after the main purchase is completed
7. Force Majeure: When specific provisions for unforeseen circumstances are needed
1. Schedule 1 - Asset Description: Detailed description of the asset(s) being purchased
2. Schedule 2 - Contingent Conditions Details: Comprehensive list and description of all contingent conditions
3. Schedule 3 - Purchase Price Calculation: Formula or mechanism for calculating the final purchase price
4. Schedule 4 - Completion Checklist: List of documents and actions required for completion
5. Schedule 5 - Form of Notices: Template forms for various notices required under the agreement
6. Appendix A - Required Consents: List of all required regulatory and third-party consents
7. Appendix B - Due Diligence Requirements: Detailed requirements for any due diligence process
Asset
Business Day
Completion
Completion Date
Conditions Precedent
Confidential Information
Consideration
Cut-off Date
Default Interest Rate
Deposit
Due Diligence
Effective Date
Encumbrance
Event of Default
Force Majeure Event
Governing Law
Indemnity
Long Stop Date
Material Adverse Change
Notice
Purchase Price
Purchaser
Regulatory Approval
Related Company
Satisfaction Notice
Seller
Signing Date
Termination Notice
Transaction Documents
Transfer Date
Warranties
Conditions Precedent
Purchase and Sale
Purchase Price
Deposit
Due Diligence
Completion
Payment Terms
Representations and Warranties
Seller Covenants
Purchaser Covenants
Confidentiality
Force Majeure
Termination
Default
Indemnification
Assignment
Notices
Costs and Expenses
Further Assurance
Entire Agreement
Severability
Waiver
Amendment
Third Party Rights
Counterparts
Governing Law
Dispute Resolution
Real Estate
Manufacturing
Technology
Energy
Mining
Agriculture
Financial Services
Healthcare
Retail
Infrastructure
Telecommunications
Legal
Finance
Mergers & Acquisitions
Commercial
Risk Management
Compliance
Corporate Development
Treasury
Operations
Procurement
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Commercial Director
Business Development Manager
Risk Manager
Compliance Officer
Project Manager
Investment Manager
Corporate Secretary
Finance Director
Operations Director
Procurement Manager
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