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Sell And Buy Back Agreement for the United Kingdom

Sell And Buy Back Agreement Template for England and Wales

A Sell and Buy Back Agreement is a specialized financial contract governed by English and Welsh law, where one party sells an asset to another party with a simultaneous agreement to repurchase it at a later date for a predetermined price. This arrangement effectively creates a secured financing transaction, combining elements of both sale and security arrangements. The agreement is commonly used in financial markets for short-term financing and liquidity management, particularly in securities trading.

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Sell And Buy Back Agreement

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What is a Sell And Buy Back Agreement?

The Sell And Buy Back Agreement serves as a crucial financing instrument in English and Welsh markets, particularly valuable when parties seek to arrange short-term financing using marketable assets as security. Unlike a standard repo agreement, this contract structure involves an actual sale and separate repurchase obligation, making it particularly useful in jurisdictions where repo agreements may face legal constraints. The agreement typically includes detailed provisions on pricing, margin maintenance, and default mechanisms, providing clarity and security for both parties.

What sections should be included in a Sell And Buy Back Agreement?

1. Parties: Identification and details of the contracting parties

2. Background: Context and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

4. Sale and Purchase: Core terms of the initial sale

5. Buyback Provisions: Terms of the repurchase obligation

6. Price and Payment: Initial sale price and buyback price calculations

7. Title and Risk: Transfer of ownership and risk provisions

8. Representations and Warranties: Standard assurances from both parties

What sections are optional to include in a Sell And Buy Back Agreement?

1. Margin Maintenance: Used when price fluctuations need to be managed through margin calls and adjustments

2. Income Payments: Provisions for handling any income generated during the agreement period from the underlying assets

3. Substitution Rights: Provisions allowing for the substitution of assets subject to specific conditions

What schedules should be included in a Sell And Buy Back Agreement?

1. Asset Schedule: Detailed description of assets subject to the agreement

2. Pricing Schedule: Detailed pricing mechanisms and calculations

3. Form of Transfer Notices: Standard forms for asset transfers

4. Eligible Assets Schedule: List of acceptable assets for substitution if substitution rights are included

Authors

Alex Denne

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

Jurisdiction

England and Wales

Document Type

Sale Agreement

Cost

Free to use
Relevant legal definitions








































Clauses



































Industries

Sale of Goods Act 1979: Primary legislation governing the sale of goods in England and Wales, defining rights and obligations of buyers and sellers

Contract Law (Rights of Third Parties) Act 1999: Legislation governing how third parties may enforce terms of a contract to which they are not a direct party

Consumer Rights Act 2015: Key consumer protection legislation that may apply if one party is acting as a consumer rather than in business capacity

Law of Property Act 1925: Fundamental property law legislation that may be relevant if the sell and buy back agreement involves real property

Financial Services and Markets Act 2000: Primary legislation governing financial services regulation in the UK, including regulated financial activities

Financial Collateral Arrangements (No.2) Regulations 2003: Regulations governing financial collateral arrangements, particularly relevant for financial institutions and security arrangements

FSMA 2000 (Regulated Activities) Order 2001: Statutory instrument specifying which activities require FCA/PRA authorization under FSMA

Insolvency Act 1986: Legislation governing insolvency proceedings and rights of parties in event of insolvency

Enterprise Act 2002: Legislation affecting corporate insolvency procedures and creditor rights

Companies Act 2006: Primary legislation governing company operations and corporate aspects if parties are companies

Value Added Tax Act 1994: Legislation governing VAT implications of sales and purchases

Money Laundering Regulations 2017: Regulations implementing anti-money laundering requirements and due diligence obligations

Proceeds of Crime Act 2002: Legislation dealing with money laundering and proceeds of crime, including reporting obligations

Common Law Doctrine of Consideration: Legal principle requiring exchange of value for valid contracts under English law

Common Law Rules of Offer and Acceptance: Fundamental principles governing contract formation under English common law

Common Law Principles of Contractual Interpretation: Established legal principles for interpreting contractual terms and determining parties' intentions

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

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