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The Conditional Purchase Agreement is a specialized commercial contract used in Saudi Arabia when parties wish to structure a purchase with specific conditions that must be met before ownership transfers to the purchaser. This document is particularly useful for high-value assets or when the purchase is subject to financing arrangements, regulatory approvals, or other prerequisite conditions. The agreement must comply with both Saudi commercial law and Sharia principles, particularly regarding payment structures and interest provisions. It includes detailed sections covering asset description, payment terms, conditions for ownership transfer, risk allocation, and default remedies. The document is commonly used in commercial transactions where immediate transfer of ownership is not desired or possible, providing security for both seller and purchaser while ensuring regulatory compliance in the Saudi Arabian jurisdiction.

1. Parties: Identification of the seller and purchaser with full legal names and addresses

2. Background: Context of the agreement and brief description of the transaction

3. Definitions: Definitions of key terms used throughout the agreement

4. Sale and Purchase: Details of the asset being sold and the conditional nature of the sale

5. Purchase Price: Total purchase price and payment structure (ensuring Sharia compliance)

6. Payment Terms: Detailed payment schedule and method of payment

7. Conditions for Transfer of Ownership: Specific conditions that must be met for ownership to transfer to the purchaser

8. Seller's Representations and Warranties: Seller's guarantees regarding the asset and authority to sell

9. Purchaser's Representations and Warranties: Purchaser's guarantees regarding authority and capability to purchase

10. Possession and Risk: Terms regarding possession of the asset and allocation of risk

11. Default Provisions: Consequences and remedies in case of default by either party

12. Termination: Circumstances under which the agreement can be terminated and consequences

13. Governing Law and Jurisdiction: Confirmation of Saudi law application and jurisdiction

14. Notices: Process for formal communications between parties

15. General Provisions: Standard boilerplate clauses including severability, entire agreement, etc.