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Put Option Agreement

Put Option Agreement Template for Ireland

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Key Requirements PROMPT example:

Put Option Agreement

"I need a Put Option Agreement under Irish law for a minority shareholder's right to sell 15% shareholding in a private technology company back to the majority shareholder, exercisable between March and September 2025, with the strike price to be determined by an independent valuation."

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Document background
A Put Option Agreement is a critical financial instrument used to manage risk and provide strategic opportunities in various business contexts. This agreement, governed by Irish law, establishes the terms under which one party (the option holder) can sell a specified asset to another party (the option writer) at a predetermined price during a defined period. The document is particularly relevant in scenarios involving share sales, asset disposals, strategic exits, and risk management strategies. It must comply with Irish financial regulations, including MiFID II implementation and Central Bank requirements. The agreement typically includes detailed provisions on option pricing, exercise mechanics, settlement procedures, regulatory compliance, and risk allocation between parties.
Suggested Sections

1. Parties: Identification of the option writer (buyer) and option holder (seller)

2. Background: Context of the agreement and brief description of the transaction

3. Definitions and Interpretation: Definitions of key terms and interpretation rules

4. Grant of Option: Core terms of the put option including the underlying asset and grant of rights

5. Option Price and Payment: Details of the premium payable for the option and payment terms

6. Exercise of Option: Exercise period, mechanism for exercise, and notice requirements

7. Completion: Process and requirements for completing the sale upon exercise

8. Representations and Warranties: Standard and specific warranties from both parties

9. Regulatory Compliance: Compliance with Irish financial services regulations and applicable laws

10. Termination: Circumstances and process for early termination

11. Confidentiality: Obligations regarding confidential information

12. Notices: Process for giving notices under the agreement

13. General Provisions: Standard boilerplate provisions including governing law and jurisdiction

Optional Sections

1. Security: Required if any security is being provided for the obligations

2. Transfer Restrictions: Include if there are restrictions on transferring the option rights

3. Tax Provisions: Detailed tax provisions if complex tax implications exist

4. Market Disruption: Include for options over listed securities to address market disruption events

5. Force Majeure: Include if specific force majeure provisions are needed beyond general law

6. Anti-dilution Provisions: Include for options over shares to protect against dilution

7. Regulatory Approvals: Required if specific regulatory approvals are needed for exercise

Suggested Schedules

1. Schedule 1 - Form of Exercise Notice: Template notice for exercising the option

2. Schedule 2 - Details of the Underlying Asset: Detailed description and specifications of the asset subject to the option

3. Schedule 3 - Completion Requirements: Detailed list of requirements for completion upon exercise

4. Schedule 4 - Warranties: Detailed warranties if extensive

5. Schedule 5 - Regulatory Compliance Checklist: Checklist of regulatory requirements and confirmations

6. Appendix A - Valuation Methodology: If relevant, the agreed methodology for valuing the underlying asset

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
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