Contingency Sales Agreement Template for Saudi Arabia

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Key Requirements PROMPT example:

Contingency Sales Agreement

"I need a Contingency Sales Agreement for the purchase of industrial manufacturing equipment worth SAR 5 million, where the sale is contingent on obtaining Saudi Ministry of Industry approval by March 2025 and successful equipment testing at our Riyadh facility."

Document background
The Contingency Sales Agreement is utilized in commercial transactions within Saudi Arabia where the completion of a sale is subject to certain conditions being fulfilled. This document type is particularly relevant when parties wish to establish a binding framework for a sale while ensuring specific prerequisites are met before the transaction is finalized. Common scenarios include sales contingent on regulatory approvals, due diligence completion, financing arrangements, or specific performance metrics. The agreement must comply with Saudi Arabian law, including Sharia principles, and typically includes detailed provisions for the contingency conditions, payment structures, risk allocation during the contingency period, and the mechanics for closing the transaction. This document type is essential for protecting both parties' interests while maintaining flexibility for complex commercial arrangements in the Saudi Arabian market.
Suggested Sections

1. Parties: Identification of all parties to the agreement, including full legal names, addresses, and registration details as per Saudi requirements

2. Background: Context of the agreement and general intent of the parties, including reference to Sharia compliance

3. Definitions: Detailed definitions of terms used throughout the agreement, including specific commercial and technical terms

4. Sale and Purchase Agreement: Core terms of the sale including subject matter, price, and basic conditions

5. Contingency Conditions: Detailed description of the contingencies that must be met for the sale to proceed

6. Payment Terms: Structure and timing of payments, including any deposits, installments, and final payment conditions

7. Delivery and Transfer of Title: Terms regarding delivery of goods and transfer of ownership upon meeting contingencies

8. Representations and Warranties: Statements of fact and guarantees by both parties regarding their capacity and the subject matter

9. Term and Termination: Duration of the agreement and circumstances under which it may be terminated

10. Governing Law and Jurisdiction: Explicit statement of Saudi law application and jurisdiction for dispute resolution

11. Force Majeure: Provisions for unforeseen circumstances preventing performance

12. Notices: Methods and addresses for official communications between parties

13. Execution: Signature blocks and execution requirements compliant with Saudi law

Optional Sections

1. Intellectual Property Rights: Include when the sale involves products with IP components or licensing requirements

2. Confidentiality: Add when sensitive information will be exchanged during the contingency period

3. Insurance: Include when specific insurance requirements are needed during the contingency period

4. Security Arrangements: Add when additional security or guarantees are required for the transaction

5. Compliance with Laws: Include when specific regulatory compliance needs to be emphasized

6. Assignment: Add when transfer rights need to be explicitly addressed

7. Third Party Rights: Include when third party interests need to be acknowledged or protected

8. Dispute Resolution: Add detailed arbitration or mediation procedures if preferred over court proceedings

Suggested Schedules

1. Schedule 1 - Product Specifications: Detailed description of goods or services being sold

2. Schedule 2 - Pricing Structure: Detailed breakdown of pricing, including any variables or calculations

3. Schedule 3 - Contingency Conditions Detail: Specific metrics, timelines, or requirements that constitute fulfillment of contingencies

4. Schedule 4 - Payment Schedule: Detailed payment terms, installments, and timing

5. Schedule 5 - Required Documents: List of documents required for closing the sale

6. Appendix A - Form of Notice: Template for formal notices between parties

7. Appendix B - Completion Checklist: Checklist of conditions and documents required for closing

8. Appendix C - Required Certifications: Any regulatory or quality certifications required

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Manufacturing

Retail

Real Estate

Technology

Agriculture

Energy

Construction

Industrial Equipment

Automotive

Consumer Goods

Healthcare

Mining

Telecommunications

Relevant Teams

Legal

Commercial

Finance

Sales

Procurement

Risk & Compliance

Operations

Business Development

Executive Leadership

Corporate Affairs

Relevant Roles

Legal Counsel

Commercial Director

Chief Executive Officer

Chief Financial Officer

Sales Director

Procurement Manager

Contract Manager

Business Development Manager

Risk Manager

Compliance Officer

Operations Director

General Manager

Commercial Manager

Finance Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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