Agreement of Purchase and Sale of Business Assets Short

{{company_name}}

{{company_address}}

Phone: {{phone}} | Email: {{email}} | Web: {{website}}

Agreement of Purchase and Sale of Business Assets Short

Agreement of Purchase and Sale of Business Assets Short

Company Letterhead (Seller)

{{seller_company_name}}

{{seller_company_address}}

Phone: {{seller_phone}}

Email: {{seller_email}}

Website: {{seller_website}}

AGREEMENT OF PURCHASE AND SALE OF BUSINESS ASSETS SHORT

This Agreement is made and entered into on this {{day}} day of {{month}}, {{year}},

BETWEEN:

{{seller_company_name}}, a company duly incorporated under the laws of {{seller_jurisdiction}}, with its principal place of business at {{seller_company_address}} (hereinafter referred to as “the Seller”);

AND

{{buyer_company_name}}, a company duly incorporated under the laws of {{buyer_jurisdiction}}, with its principal place of business at {{buyer_company_address}} (hereinafter referred to as “the Purchaser”).

(The Seller and the Purchaser hereinafter collectively referred to as “the Parties” and individually as “a Party”).

1. RECITALS

1.1. The Seller is the owner of certain assets pertaining to its business operation, as more fully described in Schedule A attached hereto (the “Assets”).

1.2. The Purchaser desires to purchase the Assets from the Seller, and the Seller desires to sell the Assets to the Purchaser, on the terms and conditions hereinafter set forth.

2. PURCHASE AND SALE OF ASSETS

2.1. The Seller hereby sells and transfers to the Purchaser, and the Purchaser hereby purchases from the Seller, all of the Assets, free from all encumbrances, liens, and charges, save as expressly disclosed herein.

2.2. The Assets include, but are not limited to, the items listed in Schedule A, and any and all other assets, whether tangible or intangible, directly related to the specific business segment being sold and owned by the Seller as of the closing date.

3. PURCHASE PRICE

3.1. The total purchase price for the Assets shall be {{currency}} {{amount}} ({{amount_in_words}} Rand) (the “Purchase Price”).

3.2. The Purchase Price shall be paid by the Purchaser to the Seller as follows:

a) A non-refundable deposit of {{currency}} {{deposit_amount}} upon the signing of this Agreement.

b) The balance of {{currency}} {{balance_amount}} on the Closing Date.

3.3. All payments shall be made by electronic funds transfer to an account designated by the Seller.

4. CONDITIONS PRECEDENT

4.1. This Agreement is subject to the fulfillment of the following conditions precedent by no later than {{condition_precedent_date}}:

a) The Purchaser securing satisfactory financing for the Purchase Price.

b) Obtaining all necessary regulatory approvals, if any, for the transfer of the Assets.

c) The completion of a satisfactory due diligence investigation by the Purchaser within {{due_diligence_days}} days from the signing of this Agreement.

5. REPRESENTATIONS AND WARRANTIES

5.1. The Seller represents and warrants to the Purchaser that:

a) It has good and marketable title to all of the Assets, free and clear of all encumbrances.

b) The Assets are in good working order and condition, subject to normal wear and tear.

c) The Seller has the full power and authority to enter into and perform its obligations under this Agreement.

5.2. The Purchaser represents and warrants that it has the full power and authority to enter into and perform its obligations under this Agreement.

6. CLOSING

6.1. The closing of the purchase and sale contemplated by this Agreement (the “Closing”) shall take place on or before {{closing_date}} at {{closing_location}} or such other date and place as the Parties may mutually agree.

6.2. At the Closing, the Seller shall deliver to the Purchaser all necessary documents of title and transfer to effect the conveyance of the Assets, and the Purchaser shall pay the balance of the Purchase Price.

7. INDEMNIFICATION

7.1. Each Party agrees to indemnify and hold harmless the other Party from and against any and all losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from any breach of its representations, warranties, or covenants contained in this Agreement.

8. GOVERNING LAW AND DISPUTE RESOLUTION

8.1. This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_jurisdiction}}.

8.2. Any dispute arising out of or in connection with this Agreement, including any question regarding its existence, validity, or termination, shall be referred to and finally resolved by arbitration in accordance with the rules of the Arbitration Foundation of Southern Africa (AFSA).

9. GENERAL PROVISIONS

9.1. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, and agreements, whether oral or written.

9.2. No amendment or variation of this Agreement shall be valid unless reduced to writing and signed by both Parties.

9.3. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

SIGNATURES

IN WITNESS WHEREOF, the Parties have executed this Agreement on the date first above written.

___________________________ ___________________________

{{seller_company_name}} {{buyer_company_name}}

Represented by: {{seller_representative_name}} Represented by: {{buyer_representative_name}}

Title: {{seller_representative_title}} Title: {{buyer_representative_title}}

WITNESSES:

1. ________________________ 1. ________________________

Name: {{seller_witness_name_1}} Name: {{buyer_witness_name_1}}

Signature: {{seller_witness_signature_1}} Signature: {{buyer_witness_signature_1}}

2. ________________________ 2. ________________________

Name: {{seller_witness_name_2}} Name: {{buyer_witness_name_2}}

Signature: {{seller_witness_signature_2}} Signature: {{buyer_witness_signature_2}}

SCHEDULE A: LIST OF ASSETS

The Assets subject to this Agreement include, but are not limited to, the following:

1. {{asset_1_description}} (Serial No: {{asset_1_serial_no}})

2. {{asset_2_description}} (Serial No: {{asset_2_serial_no}})

3. {{asset_3_description}} (Serial No: {{asset_3_serial_no}})

[Add more assets as necessary]