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Simple Business Sale Agreement Template for Saudi Arabia

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Key Requirements PROMPT example:

Simple Business Sale Agreement

"I need a Simple Business Sale Agreement for selling my Riyadh-based retail business with 3 locations and 25 employees, with completion planned for March 2025, ensuring compliance with Saudi labor laws regarding employee transfer."

Document background
The Simple Business Sale Agreement is a fundamental document used in Saudi Arabia for transferring business ownership from one party to another. This agreement is particularly relevant for small to medium-sized business transactions where the entire business or a substantial part is being sold as a going concern. It must comply with Saudi Arabia's Commercial Court Law, Companies Law, and other relevant regulations while adhering to Shariah principles. The document typically includes comprehensive details about the business being sold, purchase price, payment terms, warranties, and completion mechanics. It's designed to protect both parties' interests while ensuring smooth transfer of ownership and compliance with local regulatory requirements, including commercial registration updates and Zakat/tax clearances. This agreement is especially crucial in the Saudi business environment where formal documentation and regulatory compliance are essential for business transfers.
Suggested Sections

1. Parties: Identification of the seller and buyer, including full legal names, commercial registration numbers, and authorized representatives

2. Background: Brief description of the business being sold and the parties' intention to enter into the sale transaction

3. Definitions: Key terms used throughout the agreement, including Business, Assets, Liabilities, Completion Date, etc.

4. Sale and Purchase: Core transaction terms including what is being sold and purchased, and the basic agreement to sell

5. Purchase Price: The agreed price, payment terms, and any adjustments or earn-out mechanisms

6. Conditions Precedent: Prerequisites to completion, including regulatory approvals and third-party consents

7. Pre-Completion Obligations: Obligations of both parties between signing and completion, including business conduct requirements

8. Completion: The mechanics of closing the transaction, including timing, location, and deliverables

9. Seller's Warranties: Standard warranties about the business, assets, liabilities, and compliance with laws

10. Buyer's Warranties: Basic warranties from the buyer, including capacity to enter into the agreement

11. Limitations on Liability: Caps, time limits, and other restrictions on the parties' liability

12. Post-Completion Obligations: Obligations after closing, including handover and transition arrangements

13. Confidentiality: Provisions protecting confidential information of the business and the transaction

14. Governing Law and Jurisdiction: Confirmation of Saudi law as governing law and jurisdiction for disputes

Optional Sections

1. Employee Matters: Required if employees are being transferred with the business, covering treatment of end-of-service benefits and continued employment

2. Intellectual Property: Required if the business owns significant IP assets that need special treatment

3. Real Estate: Required if the business owns or leases property that needs special provisions

4. Non-Competition: Optional restrictions on the seller's future business activities

5. Tax Covenant: Detailed tax provisions if significant tax risks or specific tax arrangements need to be addressed

6. Environmental Matters: Required for businesses with environmental risks or compliance obligations

7. Shariah Compliance Declaration: Optional section confirming the transaction's compliance with Shariah principles

8. Foreign Investment Provisions: Required if either party is a foreign investor under Saudi law

Suggested Schedules

1. Schedule 1: The Business: Detailed description of the business being sold, including all assets, contracts, and liabilities

2. Schedule 2: Properties: List and details of any real estate owned or leased by the business

3. Schedule 3: Employees: List of employees and their key employment terms

4. Schedule 4: Intellectual Property: Details of all IP owned or used by the business

5. Schedule 5: Material Contracts: List and summary of key business contracts

6. Schedule 6: Completion Deliverables: List of all documents and items to be delivered at completion

7. Schedule 7: Seller's Warranties: Detailed warranties about the business and its assets

8. Appendix 1: Form of Transfer Instruments: Templates for documents needed to transfer the business

9. Appendix 2: Regulatory Filings: Forms and documents required for governmental approvals

Authors

Alex Denne

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

Relevant legal definitions





































Clauses



































Relevant Industries

Retail

Manufacturing

Food & Beverage

Professional Services

Technology

Healthcare

Real Estate

Construction

Hospitality

Trading

Distribution

Education

Transportation

Small and Medium Enterprises

Relevant Teams

Legal

Finance

Corporate Development

Compliance

Operations

Risk Management

Business Development

Commercial

Mergers & Acquisitions

Executive Leadership

Relevant Roles

Chief Executive Officer

Managing Director

Business Owner

Commercial Director

Legal Counsel

Corporate Lawyer

Business Development Manager

Chief Financial Officer

Finance Director

Company Secretary

Compliance Officer

Operations Director

General Manager

Risk Manager

Investment Manager

Commercial Manager

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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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