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1. Parties: Identifies the seller and purchaser of the royalty interest
2. Background: Sets out the context of the transaction and the underlying asset or right generating the royalty
3. Definitions: Defines key terms used throughout the agreement
4. Purchase and Sale: Details the royalty interest being sold and the purchase price
5. Payment Terms: Specifies payment mechanics, timing, and calculation methods
6. Representations and Warranties: Standard and specific representations from both parties
7. Covenants: Ongoing obligations of the parties
8. Reporting and Audit Rights: Requirements for financial reporting and purchaser's audit rights
9. Term and Termination: Duration of the agreement and termination rights
10. Confidentiality: Provisions regarding confidential information
11. Assignment: Rights and restrictions regarding transfer of interests
12. Notices: Communication requirements and contact details
13. Governing Law and Dispute Resolution: Applicable law and dispute resolution mechanisms
14. General Provisions: Standard boilerplate provisions
1. Security Interest: Required if the purchaser is taking security over assets to secure the royalty payments
2. International Provisions: Required for cross-border transactions, including currency conversion and withholding tax
3. Intellectual Property Rights: Required if the royalty is based on IP exploitation
4. Environmental Compliance: Required for natural resource royalties
5. Force Majeure: Optional provision for circumstances preventing performance
6. Step-In Rights: Required if purchaser has rights to take control in certain circumstances
7. Insurance: Required if specific insurance coverage is needed for the underlying asset
8. Change of Control: Optional restrictions on change of control of either party
1. Schedule A - Royalty Calculation: Detailed methodology for calculating royalty payments
2. Schedule B - Property Description: Detailed description of the property or asset generating the royalty
3. Schedule C - Security Documentation: Forms of security documents if applicable
4. Schedule D - Reporting Requirements: Templates and requirements for periodic reporting
5. Schedule E - Permitted Encumbrances: List of permitted liens or encumbrances on the underlying asset
6. Schedule F - Form of Assignment: Standard form for transferring royalty interests
7. Appendix 1 - Initial Business Plan: If required, initial plans for exploitation of the asset
8. Appendix 2 - Technical Reports: Any relevant technical or expert reports on the underlying asset
Mining
Oil and Gas
Renewable Energy
Technology
Entertainment
Media
Publishing
Pharmaceuticals
Biotechnology
Manufacturing
Natural Resources
Software
Music Industry
Film Industry
Agricultural
Legal
Finance
Treasury
Tax
Business Development
Commercial
Operations
Risk Management
Corporate Development
Accounting
Compliance
Intellectual Property
Chief Financial Officer
General Counsel
Commercial Director
Business Development Manager
Corporate Finance Manager
Treasury Manager
Investment Manager
Royalty Manager
Legal Counsel
Chief Executive Officer
Director of Operations
Financial Controller
Chief Operating Officer
Intellectual Property Manager
Contract Manager
Risk Manager
Tax Director
Mining Executive
Entertainment Executive
Licensing Manager
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