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Agreement Of Purchase And Sale Commercial for Philippines

Agreement Of Purchase And Sale Commercial Template for Philippines

This document is a comprehensive commercial purchase and sale agreement governed by Philippine law, designed to facilitate the transfer of commercial real estate properties. It incorporates key requirements under the Civil Code of the Philippines, relevant property laws, and commercial regulations. The agreement covers all essential aspects of a commercial property transaction, including property description, purchase price, payment terms, conditions precedent, due diligence requirements, representations and warranties, closing conditions, and title transfer procedures. It ensures compliance with local registration requirements, tax regulations, and property transfer laws while protecting both parties' interests in the transaction.

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What is a Agreement Of Purchase And Sale Commercial?

The Agreement Of Purchase And Sale Commercial is a fundamental legal document used in Philippine commercial real estate transactions. It is essential when transferring ownership of commercial properties, including office buildings, retail spaces, industrial facilities, or mixed-use developments. The agreement must comply with Philippine legal requirements, including the Civil Code, Corporation Code, and various property-related regulations. It typically includes comprehensive provisions covering property details, financial terms, due diligence requirements, warranties, and closing conditions. This document is particularly important in the Philippine context due to specific local requirements for property transfer, tax considerations, and registration procedures. The agreement serves to protect both parties' interests while ensuring smooth transfer of property ownership and compliance with all relevant laws and regulations.

What sections should be included in a Agreement Of Purchase And Sale Commercial?

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

2. Background: Context of the transaction, brief description of the property, and purpose of the agreement

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

4. Property Description: Detailed description of the commercial property, including exact location, boundaries, and title details

5. Purchase Price: Agreed purchase price, payment terms, and schedule of payments

6. Payment Terms: Details of how and when payments will be made, including deposit requirements

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

8. Due Diligence: Buyer's right to investigate the property and related documentation

9. Representations and Warranties: Statements of fact and promises made by both parties

10. Closing Requirements: Requirements and obligations of each party for completing the transaction

11. Title Transfer: Process and requirements for transferring title to the property

12. Taxes and Expenses: Allocation of tax obligations and transaction costs

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

14. Governing Law: Specification of Philippine law as governing law and jurisdiction

15. Notices: How formal communications between parties should be made

16. General Provisions: Standard contract clauses including severability, entire agreement, and amendments

What sections are optional to include in a Agreement Of Purchase And Sale Commercial?

1. Tenant Rights and Obligations: Required if the property is currently leased to tenants

2. Environmental Matters: Required if there are environmental concerns or compliance requirements

3. Broker Provisions: Required if real estate brokers are involved in the transaction

4. Financing Contingency: Required if the purchase is contingent on the buyer obtaining financing

5. Property Management: Required if there are ongoing management contracts or services

6. Development Rights: Required if the property includes unused development rights or pending permits

7. Intellectual Property: Required if the sale includes trading names, logos, or other IP associated with the property

8. Employee Matters: Required if the sale includes transfer of employees or service contracts

What schedules should be included in a Agreement Of Purchase And Sale Commercial?

1. Property Description Schedule: Detailed technical description of the property, including boundaries and technical specifications

2. Title Documents: List and copies of all relevant title documents and encumbrances

3. Inventory Schedule: List of fixtures, fittings, and equipment included in the sale

4. Due Diligence Documents: List of all documents provided for due diligence

5. Existing Leases: Details of any existing lease agreements affecting the property

6. Environmental Reports: Copies of environmental assessments and compliance certificates

7. Permits and Licenses: List and copies of all relevant permits, licenses, and certificates

8. Payment Schedule: Detailed breakdown of payment terms and milestone payments

Authors

Alex Denne

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

Jurisdiction

Philippines

Publisher

Ƶ

Document Type

Buy-Sell Agreement

Sector

Sales

Cost

Free to use
Relevant legal definitions










































Clauses








































Relevant Industries

Real Estate

Banking & Finance

Retail

Manufacturing

Hospitality

Healthcare

Technology

Logistics & Warehousing

Education

Professional Services

Industrial

Entertainment & Leisure

Relevant Teams

Legal

Real Estate

Finance

Compliance

Operations

Risk Management

Business Development

Asset Management

Property Management

Corporate Affairs

Investment

Facilities Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Real Estate Director

Property Manager

Legal Counsel

Corporate Lawyer

Real Estate Agent

Business Development Manager

Investment Manager

Facilities Manager

Risk Manager

Compliance Officer

Commercial Director

Operations Manager

Asset Manager

Real Estate Broker

Financial Controller

Property Developer

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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