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Reverse Purchase Agreement for New Zealand

Reverse Purchase Agreement Template for New Zealand

A comprehensive legal agreement governed by New Zealand law that establishes the terms and conditions for an initial sale of assets with a commitment for future repurchase. The document details the initial sale price, buyback terms, timing, and conditions, while ensuring compliance with New Zealand commercial and contract law. It includes provisions for asset maintenance, risk allocation during the interim period, and specific completion requirements for both transactions. The agreement incorporates necessary safeguards and regulatory compliance measures under New Zealand jurisdiction, particularly addressing requirements under the Contract and Commercial Law Act 2017 and related legislation.

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Reverse Purchase Agreement

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What is a Reverse Purchase Agreement?

The Reverse Purchase Agreement is a specialized commercial contract used when parties wish to structure a transaction involving the sale of assets with a predetermined arrangement for their future repurchase. This document is particularly useful in New Zealand business contexts where companies seek to optimize their balance sheet, manage capital assets, or create financing arrangements through asset monetization. The agreement must comply with New Zealand legal requirements, including the Contract and Commercial Law Act 2017, Fair Trading Act 1986, and relevant tax legislation. It typically includes detailed provisions about asset valuation, maintenance requirements, risk allocation, and specific triggers for the buyback obligation. This type of agreement is commonly used in sale-leaseback arrangements, inventory financing, and other structured finance transactions where temporary transfer of asset ownership serves strategic business purposes.

What sections should be included in a Reverse Purchase Agreement?

1. Parties: Identification of all parties to the agreement, including their legal status and contact details

2. Background: Context of the agreement, relationship between parties, and purpose of the reverse purchase arrangement

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Sale of Assets: Details of initial sale, including asset description, initial purchase price, and completion mechanics

5. Buyback Obligation: Terms of the buyback, including trigger events, pricing mechanism, and completion requirements

6. Timing and Completion: Timeframes for both initial sale and buyback, including completion procedures and conditions

7. Representations and Warranties: Statements of fact and assurances from both parties regarding their capacity and the assets

8. Risk and Title: Allocation of risk and responsibility during the period between sale and buyback

9. Payment Terms: Payment mechanisms, timing, and requirements for both transactions

10. Default and Remedies: Consequences of default and available remedies for both parties

11. Governing Law and Jurisdiction: Specification of New Zealand law as governing law and jurisdiction for disputes

12. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

What sections are optional to include in a Reverse Purchase Agreement?

1. Security Arrangements: Required if additional security is needed for the buyback obligation

2. Maintenance and Use: Include when the agreement covers operational assets requiring specific maintenance standards

3. Insurance: Required when specific insurance arrangements need to be maintained between sale and buyback

4. Tax Provisions: Detailed tax clauses needed for complex transactions or specific tax treatments

5. Assignment and Transfer: Include if parties need ability to transfer rights or obligations

6. Force Majeure: Include for longer-term agreements or where external events could impact performance

7. Confidentiality: Required when transaction involves sensitive commercial information

8. Third Party Rights: Include if third parties have rights under the agreement

What schedules should be included in a Reverse Purchase Agreement?

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

2. Pricing Schedule: Detailed pricing mechanisms and calculations for both sale and buyback

3. Completion Requirements: Checklist of documents and actions required for completion of both transactions

4. Form of Transfer Documents: Templates for transfer documentation required at each completion

5. Condition Report: Baseline condition report for assets (particularly important for physical goods)

6. Service Level Requirements: If applicable, maintenance and operating standards during interim period

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

New Zealand

Document Type

Purchase Agreement

Cost

Free to use
Relevant legal definitions







































Clauses



































Relevant Industries

Manufacturing

Real Estate

Financial Services

Agriculture

Mining

Technology

Retail

Transportation

Energy

Construction

Heavy Industry

Automotive

Relevant Teams

Legal

Finance

Treasury

Risk Management

Operations

Procurement

Business Development

Commercial

Corporate Finance

Compliance

Asset Management

Relevant Roles

Chief Financial Officer

Finance Director

Commercial Director

Legal Counsel

Corporate Lawyer

Asset Manager

Treasury Manager

Risk Manager

Operations Director

Procurement Manager

Business Development Manager

Contract Manager

Financial Controller

Investment Manager

Corporate Finance Manager

Industries







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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