Sale and Purchase Agreement: Sample and What to Pay Attention To

A sale and purchase agreement is the legal basis for buying and selling property, from apartments and vehicles to equipment and other goods. A properly drafted agreement protects both parties and can serve as important evidence in the event of a dispute. This guide provides a sample agreement and explains what it should include.

What Is a Sale and Purchase Agreement?

Under a sale and purchase agreement, the seller undertakes to transfer ownership of an item to the buyer, while the buyer undertakes to pay the agreed purchase price.

It is a bilateral and compensated transaction regulated by the Civil Code of Georgia. The subject of the agreement may be either movable property, such as a vehicle, equipment or goods, or immovable property, such as an apartment, house or land.

When Is a Written or Notarized Form Required?

Movable Property

As a general rule, the law does not require a written agreement for movable property. However, having a written agreement is still important, as proving an oral agreement can be difficult in the event of a dispute.

When purchasing a vehicle or other registrable property, the applicable registration requirements should also be taken into account.

Immovable Property

A sale and purchase agreement concerning immovable property must be made in writing. Ownership is acquired only upon registration with the Public Registry.

The agreement may generally be notarized or executed directly before the Public Registry. For high-value transactions, a properly drafted written agreement is particularly important.

What Should the Agreement Include?

A properly drafted agreement should clearly answer four key questions: who, what, at what price, and under what conditions.

Key provisions include:

• Parties: full details of the seller and buyer, including full name, personal identification number, address and contact information;
• Precise description of the property: for immovable property, the cadastral code, address and area; for movable property, the make, model, serial number, registration number or other identifying information;
• Price and payment terms: the purchase price, currency, payment deadline and method of payment;
• Delivery date and conditions;
• Transfer of ownership: when ownership passes from the seller to the buyer;
• Representations and warranties: confirmation that the property is free from seizure, mortgage and third-party rights;
• Liability: contractual penalties or other consequences for breach of the agreement;
• Dispute resolution: the procedure for resolving disputes;
• Signatures: signatures of both parties.

Sale and Purchase Agreement Sample

The following is a simplified sample and should be adapted to the specific circumstances of the transaction. For transactions involving immovable property or high-value assets, it is advisable to have the agreement reviewed by a lawyer.

Important: What to Check Before Buying Immovable Property

Before signing an agreement for the purchase of immovable property, always check the property in the Public Registry.

In particular, check:

• whether the seller is the registered owner;
• whether the property is subject to a mortgage;
• whether the property is under seizure or other restriction;
• whether any third party has registered rights over the property;
• whether the property details correspond to the information stated in the agreement.

A single overlooked detail can result in significant financial loss.

SB Legal Solution can review the transaction and the relevant documents before you sign the agreement.

Common Mistakes

• Providing an insufficiently precise description of the property;
• Failing to specify the payment deadline or payment method;
• Relying on oral agreements;
• Signing the agreement without checking the Public Registry;
• Artificially understating the purchase price for tax purposes.

The last mistake can be particularly risky. In the event of a dispute, it may make it more difficult for the buyer to prove the actual amount paid.

The agreement should therefore reflect the actual purchase price and the complete terms of the transaction.

Conclusion

A sale and purchase agreement may seem like a simple document, but proper drafting and preliminary checks can significantly reduce financial risks and help ensure a secure transaction.

If you want to make sure your agreement is properly drafted, need a legal review before signing, or require a customized sale and purchase agreement, SB Legal Solution’s lawyers can assist you.