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1. Parties: Identification of all parties to the agreement, including full legal names, addresses, and commercial registration details as per Saudi requirements
2. Background: Context of the proposed transaction and relationship between the parties
3. Definitions: Key terms used throughout the agreement, including Arabic translations where necessary
4. Subject Matter of Purchase: Detailed description of the asset or business intended to be purchased
5. Purchase Price and Payment Terms: Proposed price and basic payment structure, subject to due diligence and final agreement
6. Due Diligence: Framework for conducting investigation of the target asset/business
7. Timeline: Key dates and deadlines for due diligence, negotiations, and execution of final agreement
8. Exclusivity: Terms preventing seller from negotiating with other parties during the specified period
9. Confidentiality: Obligations regarding non-disclosure of information exchanged during negotiations
10. Good Faith Negotiations: Commitment to negotiate in good faith, incorporating Islamic principles of fair dealing
11. Governing Law and Jurisdiction: Specification of Saudi law as governing law and relevant court jurisdiction
12. Language: Specification of controlling language version (Arabic/English) as per Saudi requirements
13. Execution: Signature blocks and execution requirements compliant with Saudi law
1. Shariah Compliance: Specific provisions ensuring compliance with Islamic principles, used when explicitly required or when dealing with Islamic financial institutions
2. Regulatory Approvals: Requirements for obtaining governmental or regulatory approvals, included when transaction involves regulated sectors
3. Foreign Investment Provisions: Special provisions required when one party is a foreign entity, addressing SAGIA requirements
4. Break Fee: Provisions for compensation if deal doesn't proceed, ensuring Shariah-compliant structure
5. Financing: Basic terms of proposed financing structure, included when purchase requires external financing
6. Employee Matters: Preliminary agreements regarding employees, used in business purchase scenarios
7. Intellectual Property: Preliminary terms regarding IP transfer and protection, used when IP is a significant component
8. Real Estate Matters: Special provisions for real estate transactions, including municipality requirements
1. Schedule 1 - Asset Description: Detailed description of assets or business to be purchased
2. Schedule 2 - Initial Due Diligence Requirements: List of documents and information required for due diligence
3. Schedule 3 - Timeline: Detailed timeline with specific milestones and deadlines
4. Schedule 4 - Preliminary Terms: Key commercial terms agreed in principle
5. Appendix A - Required Approvals: List of regulatory and governmental approvals required
6. Appendix B - Form of Confidentiality Agreement: Template of detailed confidentiality agreement if required
7. Appendix C - Corporate Authorities: Evidence of corporate authority to enter into the agreement
Real Estate
Manufacturing
Technology
Healthcare
Retail
Energy
Financial Services
Construction
Hospitality
Transportation
Education
Mining
Agriculture
Telecommunications
Legal
Finance
Corporate Development
Mergers & Acquisitions
Business Development
Strategy
Operations
Compliance
Risk Management
Executive Leadership
Chief Executive Officer
Managing Director
Chief Financial Officer
General Counsel
Legal Director
Business Development Manager
Investment Manager
Corporate Development Director
Mergers & Acquisitions Director
Finance Manager
Commercial Director
Strategy Director
Board Member
Company Secretary
Operations Director
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