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1. Parties: Identifies and provides full details of the seller and purchaser, including registration numbers for companies or ID numbers for individuals
2. Background: Provides context for the purchase agreement and briefly describes the transaction's purpose
3. Definitions: Defines key terms used throughout the agreement to ensure clarity and prevent misinterpretation
4. Subject Matter: Detailed description of the goods or property being purchased
5. Purchase Price: Specifies the agreed purchase price, payment terms, and payment method
6. Delivery: Details of delivery arrangements, timing, and transfer of possession
7. Warranties and Representations: Standard warranties regarding ownership, quality, and condition of the purchased items
8. Risk and Title: Specifies when risk and ownership transfer from seller to purchaser
9. Termination: Circumstances under which the agreement can be terminated and the consequences
10. Governing Law: Confirms Malaysian law as governing law and jurisdiction for disputes
11. General Provisions: Standard boilerplate clauses including notices, entire agreement, and severability
1. Condition Precedents: Used when completion is subject to certain conditions being met
2. Due Diligence: Include when purchaser requires period for investigation before completion
3. Intellectual Property: Required when purchase includes transfer of IP rights
4. Confidentiality: Important for transactions involving sensitive commercial information
5. Post-Completion Obligations: Added when parties have continuing obligations after completion
6. Tax Provisions: Needed for complex transactions with specific tax implications
7. Force Majeure: Important for long-term or international purchase agreements
8. Assignment: Include when rights under the agreement may need to be transferred
1. Schedule 1 - Asset List: Detailed inventory of all items included in the purchase
2. Schedule 2 - Purchase Price Calculation: Breakdown of purchase price components and calculations
3. Schedule 3 - Form of Transfer Documents: Templates for any required transfer documentation
4. Schedule 4 - Delivery Schedule: Detailed timeline and specifications for delivery if complex
5. Schedule 5 - Technical Specifications: Detailed technical specifications of goods being purchased
6. Appendix A - Required Authorizations: List of required permits, licenses or authorizations
7. Appendix B - Condition Report: Current condition report of goods being purchased
Assets
Business Day
Completion
Completion Date
Confidential Information
Consideration
Delivery Location
Encumbrance
Identity Card
Intellectual Property Rights
Loss
Material Adverse Change
Party
Purchase Price
Purchaser
Ringgit Malaysia
Seller
Taxes
Territory
Transfer
Warranties
Working Hours
Recitals
Definitions
Sale and Purchase
Purchase Price
Payment Terms
Delivery
Title Transfer
Risk Transfer
Warranties
Representations
Conditions Precedent
Completion
Post-Completion Obligations
Confidentiality
Intellectual Property
Indemnification
Force Majeure
Termination
Assignment
Notices
Governing Law
Dispute Resolution
Entire Agreement
Severability
Amendment
Waiver
Third Party Rights
Costs and Expenses
Counterparts
Manufacturing
Retail
Real Estate
Technology
Automotive
Industrial Equipment
Consumer Goods
Agriculture
Mining
Construction
Energy
Telecommunications
Legal
Procurement
Finance
Operations
Commercial
Supply Chain
Risk & Compliance
Business Development
Sales
Corporate Secretariat
Chief Executive Officer
Chief Financial Officer
Procurement Manager
Legal Counsel
Contract Manager
Business Development Manager
Operations Director
Commercial Manager
Supply Chain Manager
Finance Director
Sales Director
Company Secretary
Risk Manager
Compliance Officer
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