The Agreement For The Sale Of A Business is a crucial document used when transferring ownership of a business enterprise in the Philippines. It is essential for transactions ranging from small business acquisitions to large corporate takeovers, providing a legally binding framework that complies with Philippine corporate law, the Civil Code, and relevant regulatory requirements. This agreement is typically used when a business owner wishes to sell their enterprise, whether due to retirement, strategic realignment, or other business considerations. The document covers all aspects of the transaction, including asset transfer, employee matters, intellectual property rights, liabilities, warranties, and post-completion obligations. It requires careful consideration of Philippine tax implications, competition law, and sector-specific regulations, making it a fundamental tool in corporate transactions within the Philippine jurisdiction.
Your data doesn't train Genie's AI
You keep IP ownership of your information
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
OR
Let Ƶ's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
1. Parties: Identification of the seller and buyer, including complete legal names and addresses
2. Background: Context of the transaction, including brief description of the business and purpose of the agreement
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Sale and Purchase: Core terms of the transaction, including what is being sold and purchased
5. Purchase Price: Details of the purchase price, payment terms, and any adjustments
6. Conditions Precedent: Conditions that must be satisfied before completion
7. Pre-Completion Obligations: Obligations of both parties between signing and completion
8. Completion: Process and requirements for completing the transaction
9. Seller's Warranties: Warranties given by the seller regarding the business
10. Buyer's Warranties: Warranties given by the buyer regarding capacity to purchase
11. Limitations on Claims: Limitations on warranty claims and other liability
12. Post-Completion Obligations: Ongoing obligations after completion
13. Confidentiality: Provisions regarding confidential information
14. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction
15. General Provisions: Standard boilerplate clauses
16. Execution: Signature blocks and execution formalities
1. Non-Compete Provisions: Restrictions on seller's future business activities - include when seller could compete with the business
2. Employee Matters: Specific provisions regarding transfer of employees - include when employees are being transferred
3. Intellectual Property Transfer: Detailed IP transfer provisions - include when significant IP assets exist
4. Real Property Provisions: Specific provisions for real estate - include when business premises are owned
5. Environmental Matters: Environmental warranties and indemnities - include for manufacturing or industrial businesses
6. Tax Covenant: Detailed tax-related provisions - include for complex tax situations
7. Earn-out Provisions: Structure for additional payments based on performance - include when part of purchase price is contingent
8. Transition Services: Services provided by seller post-completion - include when ongoing support is needed
1. Schedule 1 - Business Assets: Detailed list of all assets included in the sale
2. Schedule 2 - Excluded Assets: List of assets specifically excluded from the sale
3. Schedule 3 - Properties: Details of any real property included in the sale
4. Schedule 4 - Intellectual Property: List of all IP rights included in the sale
5. Schedule 5 - Employees: List of employees and their key employment terms
6. Schedule 6 - Material Contracts: List of important business contracts being transferred
7. Schedule 7 - Seller's Warranties: Detailed warranties given by the seller
8. Schedule 8 - Completion Obligations: Detailed list of completion deliverables
9. Schedule 9 - Accounts: Recent financial statements and management accounts
10. Appendix 1 - Form of Transfer Documents: Templates for various transfer documents required at completion
Relevant legal definitions
Clauses
Relevant Industries
Retail
Manufacturing
Technology
Professional Services
Healthcare
Hospitality
Real Estate
Construction
Transportation
Agriculture
Food and Beverage
Education
Financial Services
Mining
Energy
Relevant Teams
Legal
Finance
Corporate Development
Mergers & Acquisitions
Tax
Human Resources
Operations
Compliance
Risk Management
Executive Leadership
Commercial
Relevant Roles
Chief Executive Officer
Managing Director
Business Owner
Corporate Lawyer
Legal Counsel
Chief Financial Officer
Finance Director
Business Development Manager
Mergers & Acquisitions Manager
Company Secretary
Tax Director
Commercial Director
Operations Director
Human Resources Director
Risk Manager
Compliance Officer
Due Diligence Officer
Find the exact document you need
LOI For Commercial Real Estate Purchase
A preliminary document outlining proposed terms for commercial property purchase in the Philippines, serving as a framework for negotiations and future definitive agreements.
Download
Agreement Of Purchase And Sale Of Shares By Shareholder
A Philippine law-governed agreement documenting the sale and transfer of company shares between shareholders, including terms, conditions, and regulatory compliance requirements.
Download
Agreement Contract To Buy And Sell (Real Estate)
A legally binding agreement under Philippine law that documents the terms and conditions for the sale and purchase of real estate property.
Download
Simple Contract To Purchase (Real Estate)
A contract governing the purchase and sale of real estate property in the Philippines, ensuring compliance with Philippine property laws and regulations.
Download
Simple Purchase Agreement For House
A legal agreement under Philippine law for the sale and purchase of residential property, outlining key terms and conditions of the transaction.
Download
Loi To Purchase (Real Estate)
A preliminary document used in Philippine real estate transactions expressing a buyer's intent to purchase property and outlining key proposed terms, subject to Philippine property laws and regulations.
Download
Real Estate Sale Contract By Owner
A Philippine law-compliant contract for direct property sale between owner and buyer, covering essential terms and conditions for real estate transfer.
Download
Purchase And Sale Agreement Commercial (Real Estate)
A legally binding agreement under Philippine law for the purchase and sale of commercial real estate property, detailing all transaction terms and compliance requirements.
Download
House Selling Contract
A legally binding agreement under Philippine law for the sale and transfer of residential property ownership, incorporating all essential elements required by local property regulations.
Download
Contract To Buy And Sell (Real Estate)
A Philippine law-governed agreement for the purchase and sale of real estate property, detailing terms, conditions, and transfer requirements.
Download
Buy Sell Agreement (Real Estate)
A legal agreement under Philippine law facilitating the transfer of real estate property between seller and buyer, detailing terms, conditions, and obligations of the sale.
Download
Sale Agreement Of Immovable Property
A Philippine law-governed agreement for the sale and transfer of immovable property, detailing terms, conditions, and compliance requirements for property ownership transfer.
Download
Agreement To Sell And Contract Of Sale
A Philippine law-compliant document combining an agreement to sell with a contract of sale, facilitating a conditional sale transaction with eventual transfer of ownership.
Download
Standard Agreement For The Sale Of (Real Estate)
A standardized real estate sale agreement compliant with Philippine law, facilitating legal transfer of property ownership while protecting both buyer's and seller's interests.
Download
Mobile Home Selling Contract
A legally binding agreement under Philippine law for the sale and transfer of ownership of a mobile home, including terms of sale, specifications, and compliance requirements.
Download
LOI Purchase Agreement
A preliminary agreement under Philippine law outlining key terms and conditions for a proposed purchase transaction, serving as a framework for negotiating the final purchase agreement.
Download
LOI For Business Purchase
A preliminary document under Philippine law outlining the proposed terms and conditions for a business acquisition, serving as a framework for negotiations and future definitive agreements.
Download
Simple Car Purchase Agreement
A standardized agreement for vehicle sales in the Philippines, documenting terms of sale and transfer of ownership in compliance with Philippine law.
Download
Deed Of Sale Agreement For A Car
A Philippine law-compliant agreement documenting the sale and transfer of ownership of a motor vehicle between seller and buyer.
Download
Buy Sell Contract
A Philippine law-governed agreement that documents the terms and conditions for the sale and purchase of goods or assets between two parties.
Download
LOI For Purchase Of Goods
A preliminary document under Philippine law outlining the intended terms and conditions for a proposed purchase of goods transaction.
Download
Asset Purchase LOI
A preliminary agreement under Philippine law outlining the proposed terms for purchasing specific assets, serving as a framework for negotiation and due diligence.
Download
Agreement Of Property Sale
A legal agreement under Philippine law documenting the terms and conditions for the transfer of property ownership from seller to buyer.
Download
Agreement Of Sale Of Immovable Property
A Philippine law-compliant agreement documenting the sale and transfer of immovable property between seller and buyer, including all essential terms and conditions.
Download
Sale And Purchase Agreement Of Shares
A legally binding agreement under Philippine law that documents the terms and conditions for the sale and transfer of company shares between parties.
Download
Letter Of Intent To Sale Property
A preliminary, non-binding document under Philippine law expressing intent to purchase property and outlining basic terms of the proposed transaction.
Download
Home For Sale By Owner Contract
A Philippine law-compliant contract for direct residential property sales between owners and buyers, without broker involvement.
Download
Buy Sell Agreement Between Business Partners
A Philippine law-governed agreement establishing terms for business partners to buy or sell their ownership interests in a business entity.
Download
Simple Land Sale Agreement
A legally binding agreement for land sale transactions in the Philippines, outlining property transfer terms and conditions in compliance with Philippine property laws.
Download
Sales With Buyback Agreement
A Philippine law-governed agreement for sale of assets with a guaranteed repurchase right (pacto de retro), specifying initial sale and buyback terms.
Download
Real Estate Purchase Agreement Contract
A legally binding contract under Philippine law that documents the terms and conditions for the transfer of real property ownership from seller to buyer.
Download
Purchase Agreement For Sale By Owner
A Philippine law-compliant agreement for direct property sales between owners and buyers without real estate agent involvement.
Download
Personal Property Sale Agreement
A legally binding agreement under Philippine law for the sale and transfer of personal property, detailing terms, conditions, and obligations of both parties.
Download
Lot Sale Contract
A Philippine law-governed contract for the sale and transfer of land property, establishing terms, conditions, and obligations of both seller and buyer.
Download
Cross Purchase Agreement
A Philippine law-governed agreement establishing terms for business owners to purchase each other's interests upon specified triggering events.
Download
Buy Sell Agreement For Small Business
A Philippine law-governed agreement documenting the sale and purchase terms of a small business, including transfer conditions and obligations.
Download
Agreement For Sale And Agreement To Sell
A Philippine law-governed agreement that combines both immediate sale provisions and future sale commitments, establishing terms for property or goods transfer.
Download
Contract Of Purchase And Sale Private Sale
A Philippine law-governed agreement documenting the terms and conditions for the private sale of property or goods between parties.
Download
Agreement Of Purchase And Sale Commercial
A Philippine law-governed agreement for the purchase and sale of commercial real estate properties, ensuring compliance with local regulations while protecting parties' interests.
Download
Agreement To Buy And Sell Real Estate Residential
A Philippine-compliant legal agreement for the purchase and sale of residential real estate property, incorporating all essential elements required under Philippine law.
Download
ұԾ’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; ұԾ’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)