Entity Purchase Agreement Template for Philippines

1. Employee Matters: Used when there are specific employment arrangements or concerns to be addressed

2. Tax Matters: Include when specific tax arrangements or indemnities are required

3. Regulatory Compliance: Required for regulated industries or when specific regulatory approvals are needed

4. Foreign Investment Provisions: Include when there are foreign investors and Filipino ownership requirements apply

5. Intellectual Property: Required when IP assets are a significant part of the transaction

6. Real Estate Matters: Include when the target entity owns or leases significant real estate assets

7. Environmental Matters: Required for businesses with environmental impacts or liabilities

8. Transition Services: Include when post-closing services are needed from the seller

9. Non-Competition: Used when restrictions on seller's future activities are required

1. Disclosure Schedule: Exceptions and qualifications to the representations and warranties

2. Corporate Information: Details of target entity's corporate structure, shareholders, and organizational documents

3. Financial Statements: Recent financial statements and management accounts of the target entity

4. Material Contracts: List and copies of significant contracts and agreements

5. Real Property: Details of owned and leased real estate

6. Intellectual Property: List of IP rights, registrations, and licenses

7. Employee Information: List of employees, benefits, and employment agreements

8. Permits and Licenses: List of governmental authorizations and licenses

9. Purchase Price Adjustment Methodology: Detailed procedures for calculating any price adjustments

10. Form of Closing Documents: Templates of documents to be delivered at closing