Company Purchase Agreement Template for Philippines

1. Tax Covenant: Specific tax-related warranties and indemnities, used when tax exposure is a significant concern

2. Non-Competition: Restrictions on seller's future competitive activities, used when seller retention of customer relationships is a concern

3. Environmental Provisions: Specific provisions for companies with environmental risks or compliance requirements

4. Employee Matters: Specific provisions regarding employee transfers and benefits, used when employment issues are material

5. Intellectual Property: Detailed IP provisions, used when IP assets are material to the transaction

6. Real Estate: Specific provisions for company-owned real estate, used when real property is material

7. Earn-out Provisions: Structure for additional payments based on future performance, used when part of purchase price is contingent

8. Foreign Investment Provisions: Additional provisions required when transaction involves foreign investors

1. Company Details: Detailed information about the target company including corporate information and capitalization

2. Properties: List and details of all real properties owned or leased

3. Material Contracts: List and copies of all material contracts

4. Intellectual Property: Schedule of all IP rights owned or licensed

5. Employee Information: List of employees, their positions, and key employment terms

6. Financial Statements: Recent financial statements and management accounts

7. Disclosed Matters: Matters disclosed against the warranties

8. Completion Deliverables: List of all documents to be delivered at completion

9. Form of Resignation Letters: Template resignation letters for departing directors

10. Form of Board Resolutions: Template board resolutions approving the transaction