The Sale and Agreement to Sale is a fundamental commercial contract in Singapore's business landscape. It serves as a comprehensive document that captures both the immediate sale of goods and future sales agreements, governed by Singapore's Sale of Goods Act and contract law principles. This document is essential when parties need to formalize the transfer of ownership of goods or property, establish payment terms, and define their respective rights and obligations. It's particularly crucial for transactions requiring detailed documentation of warranties, conditions, and specific performance requirements.
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1. Parties: Identification and details of the buyer and seller
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Subject Matter of Sale: Detailed description of goods/property being sold
5. Purchase Price: Amount and payment terms
6. Delivery Terms: Timing and method of delivery
7. Warranties: Seller's guarantees regarding the goods
8. Termination: Conditions for ending the agreement
1. Condition Precedents: Conditions that must be met before completion - used for complex transactions with pre-completion requirements
2. Due Diligence: Buyer's right to inspect and verify - used for high-value or complex assets
3. Intellectual Property: IP rights transfer provisions - used when sale involves IP assets
4. Confidentiality: Non-disclosure obligations - used for sensitive commercial transactions
1. Asset Schedule: Detailed list and description of assets being sold
2. Payment Schedule: Breakdown of payment terms and installments
3. Specification Schedule: Technical specifications of goods
4. Due Diligence Checklist: List of documents and verifications required
Relevant legal definitions
Clauses
Relevant Industries
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