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Simple Business Sale Agreement
"I need a Simple Business Sale Agreement for selling my small retail pharmacy business in Manila, including inventory and equipment but excluding the premises lease, with completion planned for March 2025. The agreement should include specific provisions for handling controlled substances and professional licenses."
1. Parties: Identifies and provides full details of the seller and buyer, including registration numbers and addresses
2. Background: Contextual information about the business being sold and the purpose of the agreement
3. Definitions: Defines key terms used throughout the agreement
4. Sale and Purchase: Core transaction terms including the assets/business being sold and purchase price
5. Payment Terms: Details of payment method, timing, and any installment arrangements
6. Completion: Requirements and process for closing the transaction
7. Seller's Warranties: Standard warranties about the business, assets, and seller's capacity
8. Buyer's Warranties: Basic warranties about buyer's capacity and authority to enter the agreement
9. Pre-Completion Obligations: Seller's obligations in running the business before completion
10. Post-Completion Obligations: Ongoing obligations after the sale, including transition arrangements
11. Confidentiality: Obligations to keep transaction and business information confidential
12. General Provisions: Standard boilerplate clauses including governing law, notices, and entire agreement
1. Employee Matters: Used when employees are being transferred with the business, detailing employment continuity and obligations
2. Intellectual Property: Required when significant IP assets are involved in the sale
3. Real Property: Needed when the sale includes land or buildings
4. Non-Competition: Added when restricting seller's future competitive activities
5. Tax Provisions: Detailed section needed for complex tax arrangements or international sales
6. Environmental Matters: Required for businesses with environmental compliance obligations
7. Third Party Consents: Added when key contracts or licenses require consent for transfer
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 estate included in the sale
4. Schedule 4 - Contracts: List of business contracts being transferred
5. Schedule 5 - Employees: Details of employees and their employment terms
6. Schedule 6 - Intellectual Property: List of all IP rights included in the sale
7. Schedule 7 - Warranties: Detailed warranties given by the seller
Authors
Retail
Food and Beverage
Manufacturing
Professional Services
Technology
Real Estate
Distribution
Healthcare
Education
Construction
Hospitality
Agricultural Business
Import/Export
Legal
Finance
Corporate Development
Mergers & Acquisitions
Executive Management
Commercial Operations
Risk & Compliance
Business Development
Due Diligence
Business Owner
CEO
Managing Director
Chief Financial Officer
Corporate Lawyer
Legal Counsel
Business Development Manager
Merger & Acquisition Specialist
Commercial Director
Finance Director
Company Secretary
Operations Manager
Business Broker
Investment Analyst
Due Diligence Specialist
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