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Prepaid Forward Purchase Agreement
"I need a Prepaid Forward Purchase Agreement governed by Hong Kong law for the purchase of 10,000 metric tons of copper, with prepayment to be made by March 15, 2025, and final delivery scheduled for September 30, 2025; the agreement should include standard force majeure provisions and London Metal Exchange pricing mechanisms."
1. Parties: Identification of the parties entering into the agreement
2. Background: Context of the transaction and relationship between the parties
3. Definitions and Interpretation: Key terms used throughout the agreement and rules of interpretation
4. Sale and Purchase Obligation: Core agreement for the forward purchase and sale of the underlying asset
5. Prepayment Terms: Details of the prepayment amount, timing, and payment mechanics
6. Settlement and Delivery: Terms governing the final settlement, including delivery mechanics and timing
7. Conditions Precedent: Conditions that must be satisfied before obligations become effective
8. Representations and Warranties: Statements of fact and assurances given by each party
9. Covenants: Ongoing obligations of the parties during the term of the agreement
10. Adjustment Events: Circumstances that may trigger adjustments to the terms, including pricing and settlement
11. Events of Default: Circumstances constituting default and consequences thereof
12. Termination: Circumstances under which the agreement may be terminated and the consequences
13. Governing Law and Jurisdiction: Law governing the agreement and courts having jurisdiction
14. Notices: Process and requirements for formal communications between parties
15. General Provisions: Standard boilerplate clauses including assignment, amendments, and severability
1. Security Arrangements: Required when there is collateral or security being provided to support the obligations
2. Tax Provisions: Detailed tax arrangements when specific tax implications need to be addressed
3. Regulatory Compliance: Specific provisions required for regulatory compliance in particular jurisdictions or markets
4. Third Party Rights: Required when rights are being granted to non-parties under the agreement
5. Multiple Asset Provisions: Required when the forward purchase involves multiple assets or asset types
6. Market Disruption: Required when the underlying asset is traded on public markets and disruption events need to be addressed
7. Physical Settlement Fallback: Required when alternative settlement mechanisms need to be specified
8. Broker/Agent Provisions: Required when intermediaries are involved in the transaction
1. Asset Description: Detailed description of the asset(s) subject to the forward purchase
2. Pricing and Valuation: Detailed methodology for determining the forward price and any adjustments
3. Settlement Procedures: Detailed procedures for settlement and delivery
4. Form of Notices: Standard forms for various notices required under the agreement
5. Calculation Agent Provisions: Detailed provisions regarding the role and responsibilities of any calculation agent
6. Required Documentation: List of documents required for closing and settlement
7. Security Documents: Forms of any security documents if security arrangements are included
8. Contact Details: Contact information for all relevant parties and agents
Authors
Financial Services
Banking
Investment Management
Commodities Trading
Energy
Mining
Agriculture
Manufacturing
Private Equity
Asset Management
Corporate Finance
Legal
Finance
Treasury
Trading
Compliance
Risk Management
Operations
Settlement
Corporate Finance
Investment
Structured Products
Business Development
Chief Financial Officer
Treasury Manager
Legal Counsel
Compliance Officer
Risk Manager
Trading Manager
Investment Director
Structured Products Manager
Operations Manager
Settlement Officer
Portfolio Manager
Finance Director
Corporate Finance Manager
Business Development Director
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