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The Provisional Agreement For Sale And Purchase is a critical document in Nigerian property transactions, used when parties have reached initial agreement on key terms but require a binding framework while completing due diligence and satisfying conditions precedent. This document is particularly important in the Nigerian context due to the complexities of land tenure under the Land Use Act and various state-level requirements. It typically includes provisions for payment structure, property details, conditions for completion, and compliance with local regulations. The agreement serves as a bridge between initial negotiations and the final sale agreement, providing security for both parties while necessary investigations and approvals are obtained. It's commonly used in both commercial and residential property transactions and must comply with federal and state property laws.

1. Parties: Identification and details of the vendor and purchaser, including full legal names, addresses, and registration details for companies

2. Background: Context of the transaction, including brief description of the property and the parties' intention to enter into a provisional agreement

3. Definitions: Definitions of key terms used throughout the agreement

4. Property Details: Comprehensive description of the property being sold, including location, boundaries, and registration details

5. Purchase Price: The agreed purchase price and payment structure, including deposit amounts and payment schedule

6. Payment Terms: Detailed terms of payment, including method, timing, and conditions for payment

7. Conditions Precedent: Conditions that must be satisfied before the agreement becomes binding

8. Due Diligence: Requirements and timeframe for the purchaser's due diligence investigation

9. Completion: Terms and procedures for completing the sale, including timing and required documentation

10. Default: Consequences of default by either party and available remedies

11. Representations and Warranties: Standard representations and warranties from both parties

12. Governing Law: Specification that Nigerian law governs the agreement

13. Dispute Resolution: Procedures for resolving disputes between the parties

14. Notices: How formal notices under the agreement must be given

15. General Provisions: Standard boilerplate clauses including entire agreement, amendments, and severability