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Closed Deed Of Sale Template for Australia

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Key Requirements PROMPT example:

Closed Deed Of Sale

"I need a Closed Deed of Sale for the transfer of a commercial warehouse property in Melbourne, with completion scheduled for March 2025, including specific provisions for existing tenant arrangements and environmental compliance requirements."

Document background
The Closed Deed of Sale is a crucial legal document used in Australian jurisdictions for significant property and asset transfers where parties require the enhanced legal protection offered by a deed format. This document type is particularly appropriate for high-value transactions, complex sales, or situations where the extended limitation period of a deed (typically 12 years in Australia, compared to 6 years for standard contracts) is desired. The deed comprehensively documents the terms of sale, including parties' obligations, warranties, completion requirements, and risk allocation. It's structured to comply with both federal and state legislation, incorporating necessary provisions for GST, stamp duty, and other regulatory requirements. The formal nature of a Closed Deed of Sale provides additional certainty and security for all parties involved in the transaction.
Suggested Sections

1. Parties: Identifies and defines all parties to the deed, including full legal names, ACN/ABN for companies, and addresses

2. Background: Sets out the context and circumstances leading to the sale

3. Definitions and Interpretation: Defines key terms used throughout the deed and establishes interpretation principles

4. Sale and Purchase: Core section detailing the agreement to sell and purchase, including the property/asset description

5. Purchase Price: Specifies the purchase price, payment terms, and payment method

6. Completion: Details the completion (settlement) process, timing, and requirements

7. Vendor's Warranties: Lists the warranties and representations made by the vendor regarding the sale property

8. Purchaser's Warranties: Contains warranties and representations made by the purchaser

9. Risk and Insurance: Addresses transfer of risk and insurance requirements

10. Default and Termination: Specifies consequences of default and termination rights

11. Notices: Sets out how formal notices under the deed must be given

12. General Provisions: Contains standard boilerplate provisions including governing law, entire agreement, etc.

13. Execution: Formal execution blocks for all parties with witness requirements

Optional Sections

1. GST: Required when the sale is subject to GST, detailing GST treatment and obligations

2. Adjustments: Used when there are rates, taxes, or other outgoings to be adjusted between parties

3. Conditions Precedent: Included when completion is subject to certain conditions being satisfied

4. Third Party Consents: Required when the sale requires consents from third parties

5. Environmental Matters: Included for properties with environmental considerations or contamination issues

6. Employees: Required when the sale includes transfer of employees

7. Intellectual Property: Needed when IP rights are part of the sale

8. Confidentiality: Optional section for sales requiring specific confidentiality provisions

Suggested Schedules

1. Property Description: Detailed description of the property/asset being sold, including title particulars

2. Purchase Price Breakdown: Itemized breakdown of the purchase price components

3. Completion Requirements: Checklist of documents and requirements for completion

4. Excluded Assets: List of assets specifically excluded from the sale

5. Encumbrances: Details of any encumbrances affecting the property

6. Outstanding Orders: List of any outstanding orders or notices affecting the property

7. Warranties: Detailed warranties given by the vendor

8. Form of Transfer: Prescribed form of transfer document to be executed at completion

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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Relevant Industries

Real Estate

Commercial Property

Retail

Industrial

Manufacturing

Agriculture

Mining

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Education

Hospitality

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Infrastructure

Relevant Teams

Legal

Property

Commercial

Operations

Finance

Risk and Compliance

Business Development

Real Estate

Corporate Affairs

Administrative

Executive

Relevant Roles

Chief Executive Officer

Managing Director

Property Manager

Asset Manager

Legal Counsel

General Counsel

Company Secretary

Commercial Director

Operations Manager

Chief Financial Officer

Business Development Manager

Risk Manager

Compliance Officer

Real Estate Agent

Property Developer

Contract Administrator

Conveyancer

Settlement Officer

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

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