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Future Purchase Agreement Template for England and Wales

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Key Requirements PROMPT example:

Future Purchase Agreement

"I need a Future Purchase Agreement for my tech company to secure the right to purchase an AI software system from a US vendor in March 2025, with the price to be determined based on the system's performance metrics."

Document background
A Future Purchase Agreement is commonly used when parties want to secure a future transaction while allowing time for certain conditions to be met or circumstances to arise. This document, governed by English and Welsh law, is particularly useful in complex commercial transactions where immediate purchase isn't feasible or desired. The agreement typically includes detailed provisions about the subject matter of the purchase, pricing mechanisms, conditions precedent, and timing triggers. It provides legal certainty while maintaining flexibility, making it valuable for various commercial scenarios from real estate to commodity purchases.
Suggested Sections

1. Parties: Details of the contracting parties

2. Background: Context and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

4. Subject Matter: Description of goods/services to be purchased in future

5. Purchase Price: Pricing mechanism and payment terms

6. Timing: Future purchase date or trigger events

7. Conditions Precedent: Conditions that must be met before purchase obligation arises

8. Representations and Warranties: Standard assurances from both parties

9. Governing Law and Jurisdiction: Choice of law and courts

Optional Sections

1. Due Diligence: Rights to investigate subject matter before purchase - used for complex assets or businesses

2. Financing Conditions: Requirements regarding securing funding - used when purchase depends on obtaining finance

3. Break Rights: Circumstances allowing termination - used when flexibility needed to exit agreement

4. Competition Clearance: Requirements for regulatory approval - used for large transactions requiring regulatory approval

Suggested Schedules

1. Description of Subject Matter: Detailed specification of what is being purchased

2. Price Calculation: Formula or mechanism for determining final price

3. Form of Transfer Documents: Templates for completion documentation

4. Due Diligence Requirements: List of documents/information to be provided

5. Conditions Precedent: Detailed list of conditions to be satisfied

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

Relevant legal definitions
























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Relevant Industries
Relevant Teams
Relevant Roles
Industries

Common Law of Contract: Fundamental principles of contract law established through case law in England and Wales, covering formation, consideration, intention to create legal relations, and remedies

Law of Property Act 1925: Foundational legislation governing property law in England and Wales, essential for any property-related aspects of the purchase agreement

Law of Property (Miscellaneous Provisions) Act 1989: Contains crucial provisions about formalities for contracts, particularly Section 2 regarding contracts for sale of land

Sale of Goods Act 1979: Key legislation governing contracts for the sale of goods, defining rights, duties and remedies for both buyers and sellers

Supply of Goods and Services Act 1982: Legislation governing contracts for the supply of goods and services, including implied terms about quality and fitness for purpose

Commercial Agents (Council Directive) Regulations 1993: Regulations protecting commercial agents in their relations with principals, implementing EU Directive 86/653/EEC

Consumer Rights Act 2015: Primary consumer protection legislation, applying when one party is acting as a consumer rather than a business

Consumer Contracts Regulations 2013: Regulations protecting consumers in distance selling and off-premises contracts, including cancellation rights

Unfair Contract Terms Act 1977: Controls the use of exclusion and limitation clauses in contracts, particularly important in business-to-consumer contracts

Financial Services and Markets Act 2000: Primary legislation regulating financial services and markets in the UK, relevant if the agreement involves financial products or services

Financial Services Act 2012: Updates and amends the regulatory framework for financial services, including the establishment of new regulatory bodies

Limitation Act 1980: Sets statutory time limits for bringing different types of legal claims, important for enforcement provisions

Contracts (Rights of Third Parties) Act 1999: Governs when third parties can enforce terms of a contract made between other parties

Misrepresentation Act 1967: Provides remedies for misrepresentation in contract formation, including damages and rescission

European Union (Withdrawal) Act 2018: Incorporates directly applicable EU law into UK law post-Brexit, relevant for understanding retained EU regulations

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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