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Agreement Of Sale With Possession Template for Netherlands

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Key Requirements PROMPT example:

Agreement Of Sale With Possession

"I need an Agreement of Sale with Possession for a commercial warehouse property in Amsterdam, where the buyer will take possession on March 1, 2025, but the final transfer will occur on July 1, 2025, once all regulatory approvals are received."

Document background
The Agreement of Sale with Possession is a specialized contract used in the Netherlands when there is a need to separate the moment of sale from the actual transfer of possession of property or assets. This arrangement is commonly used in real estate transactions, asset sales, and business transfers where immediate transfer of ownership is not practical or desired. The document must comply with Dutch Civil Code requirements, particularly Books 3, 6, and 7, which govern property law, obligations, and specific sales provisions. It includes essential elements such as party details, object description, price, payment terms, possession conditions, and risk allocation. This type of agreement is particularly useful when parties need flexibility in timing between agreement and actual transfer, or when conditional elements need to be satisfied before final transfer can occur.
Suggested Sections

1. Parties: Identification and details of the seller and buyer

2. Background: Context of the sale and possession arrangement

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

4. Object of Sale: Detailed description of the property or goods being sold

5. Purchase Price: Agreed price, payment terms, and payment method

6. Transfer of Ownership: Terms and conditions for the transfer of legal ownership

7. Possession: Terms of possession, including timing and conditions

8. Seller's Warranties: Warranties regarding the condition and ownership of the object of sale

9. Buyer's Obligations: Responsibilities and obligations of the buyer

10. Delivery: Arrangements for physical delivery or transfer of the object

11. Risk Transfer: Point at which risk transfers from seller to buyer

12. Costs and Taxes: Allocation of transaction costs and applicable taxes

13. Default and Remedies: Consequences of breach and available remedies

14. Governing Law: Confirmation of Dutch law application and jurisdiction

15. Signatures: Execution block for parties' signatures

Optional Sections

1. Condition Precedents: Conditions that must be met before the agreement becomes effective

2. Due Diligence: Terms for buyer's investigation rights, used for complex assets

3. Mortgage Provisions: Include when financing is involved in the purchase

4. Insurance: Special insurance requirements during possession period

5. Environmental Provisions: For sales involving real estate with potential environmental issues

6. Registration: Special registration requirements for certain types of property

7. Third Party Rights: Addressing existing rights or claims of third parties

8. Maintenance Obligations: Special arrangements for maintenance during possession period

9. Termination Rights: Additional termination provisions beyond default scenarios

Suggested Schedules

1. Property Description: Detailed technical description of the property or goods

2. Inventory List: List of included items or accessories

3. Title Documents: Copies of relevant ownership documentation

4. Payment Schedule: Detailed breakdown of payment terms and installments

5. Condition Report: Current condition of the property or goods

6. Existing Contracts: List of contracts affecting the property

7. Required Permits: Copies or list of relevant permits and licenses

8. Property Plans: Technical drawings or plans if applicable

Authors

Alex Denne

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

Relevant legal definitions








































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Relevant Industries

Real Estate

Manufacturing

Agriculture

Retail

Construction

Transportation

Industrial Equipment

Automotive

Shipping

Warehousing and Logistics

Commercial Property

Residential Property

Relevant Teams

Legal

Real Estate

Sales

Operations

Finance

Procurement

Compliance

Risk Management

Business Development

Property Management

Relevant Roles

Legal Counsel

Contract Manager

Property Manager

Real Estate Manager

Commercial Director

Business Development Manager

Risk Manager

Compliance Officer

Asset Manager

Operations Manager

Sales Director

Chief Financial Officer

Procurement Manager

General Counsel

Transaction 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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