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1. Parties: Identification and details of the seller and buyer, including full legal names, addresses, and registration numbers if applicable
2. Background: Brief context of the sale and confirmation that the seller owns the asset(s) being sold
3. Definitions: Key terms used throughout the agreement defined for clarity and legal certainty
4. Subject Matter of Sale: Detailed description of the asset(s) being sold, including any identifying characteristics or serial numbers
5. Purchase Price: The agreed purchase price, payment terms, and method of payment
6. Transfer of Title: Terms regarding the transfer of ownership and when this transfer becomes effective
7. Seller's Representations and Warranties: Statements by the seller about ownership, condition of the asset, and absence of encumbrances
8. Closing and Delivery: Details about when and how the asset will be delivered and the sale completed
9. Governing Law: Specification that Dutch law governs the agreement
10. Signatures: Execution block for parties to sign and date the agreement
1. Condition of Asset: Detailed description of the asset's condition, typically used for valuable items or when selling as-is
2. Encumbrances: Description of any existing liens, mortgages, or other encumbrances, if applicable
3. Tax Provisions: Specific provisions about VAT or other applicable taxes, required when tax considerations are relevant
4. Insurance and Risk: Provisions about who bears the risk during transport and any required insurance, relevant for valuable items or complex deliveries
5. Inspection Rights: Buyer's rights to inspect the asset before closing, important for high-value items
6. Post-Closing Obligations: Any continuing obligations after the sale, such as maintenance records transfer or training
7. Dispute Resolution: Specific procedures for handling disputes, recommended for high-value transactions
8. Registration Requirements: Required for assets that need official registration of ownership transfer
1. Asset Description Schedule: Detailed technical specifications or photographs of the asset(s)
2. Inventory List: If multiple items are being sold, a complete inventory with descriptions
3. Condition Report: Detailed report of the asset's condition, including any known defects or damage
4. Title Documents: Copies of existing title documents, registration papers, or certificates of ownership
5. Maintenance Records: History of maintenance or repairs, particularly relevant for vehicles or machinery
6. Payment Schedule: If payment is to be made in installments, details of payment dates and amounts
7. Transfer Documents: Any additional forms or documents required for official transfer of ownership
Asset
Business Day
Closing
Closing Date
Delivery
Delivery Location
Effective Date
Encumbrances
Purchase Price
Parties
Seller
Buyer
Signing Date
Transfer
Title Documents
VAT
Warranties
Associated Rights
Completion
Condition Report
Default
Force Majeure
Governing Law
Inspection Period
Payment Terms
Registration Requirements
Representatives
Transaction Documents
Recitals
Definitions
Sale and Purchase
Purchase Price
Payment Terms
Transfer of Title
Delivery
Warranties and Representations
Condition of Asset
Risk and Insurance
Seller's Obligations
Buyer's Obligations
Encumbrances
Registration
Tax Provisions
Inspection Rights
Default and Remedies
Force Majeure
Notices
Assignment
Entire Agreement
Amendments
Severability
Governing Law
Dispute Resolution
Costs and Expenses
Counterparts
Further Assurance
Automotive
Real Estate
Manufacturing
Retail
Agriculture
Technology
Maritime
Aviation
Construction
Industrial Equipment
Consumer Goods
Art and Collectibles
Energy
Transportation
Legal
Sales
Procurement
Finance
Operations
Compliance
Risk Management
Asset Management
Commercial
Administration
Contract Management
Legal Counsel
Contract Manager
Sales Manager
Procurement Manager
Business Development Manager
Property Manager
Asset Manager
Operations Manager
Commercial Director
Finance Manager
Compliance Officer
Risk Manager
General Counsel
Corporate Secretary
Fleet Manager
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