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1. Parties: Identification of the Transferor and Transferee with complete details
2. Background: Context of the bond issuance and reason for transfer
3. Definitions: Definitions of key terms used in the agreement
4. Transfer Details: Specific details of the bonds being transferred including quantity, face value, and unique identification numbers
5. Consideration: Transfer price and payment terms
6. Completion: Steps to be taken to complete the transfer including timing and delivery of documents
7. Transferor's Representations and Warranties: Warranties regarding ownership, right to transfer, and status of bonds
8. Transferee's Representations and Warranties: Warranties regarding authority to purchase and compliance with laws
9. Regulatory Compliance: Compliance with applicable laws and regulations
10. Stamp Duty and Registration: Provisions regarding payment of stamp duty and registration requirements
11. Notices: Process for sending notices between parties
12. Governing Law and Jurisdiction: Specification of Indian law as governing law and jurisdiction for disputes
1. Security Release: Required if the bonds are secured and security arrangements need to be addressed
2. Stock Exchange Notifications: Required for listed bonds where stock exchange notifications are necessary
3. Foreign Exchange Compliance: Required if the transfer involves non-resident parties or foreign currency
4. Tax Indemnity: Optional section for specific tax-related obligations and indemnities
5. Conditions Precedent: Required if transfer is subject to specific conditions being met
6. Continuing Obligations: Required if any obligations continue post-transfer
7. Electronic Transfer Provisions: Required for dematerialized bonds held in electronic form
1. Schedule 1 - Bond Details: Detailed description of the bonds including certificate numbers, dates of issue, interest rates
2. Schedule 2 - Copy of Original Bond Certificates: Copies of physical bond certificates or demat statements
3. Schedule 3 - Transfer Forms: Required transfer forms and declarations
4. Schedule 4 - Corporate Authorizations: Board resolutions and other corporate authorizations
5. Schedule 5 - Regulatory Approvals: Copies of any required regulatory approvals
6. Appendix A - Payment Details: Bank account and payment mechanism details
7. Appendix B - Completion Checklist: List of actions and documents required for completion
Applicable Law
Bond Certificates
Bonds
Business Day
Completion
Completion Date
Consideration
Custodian
Demat Account
Depository
Depository Participant
Encumbrance
Event of Default
Governmental Authority
Interest
ISIN
Issue Date
Losses
Material Adverse Effect
Maturity Date
Original Bond Documents
Parties
Payment Date
Principal Amount
Record Date
Registrar
Regulatory Approvals
SEBI
Security Interest
Stamp Duty
Stock Exchange
Tax
Transfer
Transfer Date
Transfer Documents
Transfer Forms
Transferee
Transferor
Trust Deed
Trustee
Transfer and Assignment
Consideration
Payment Terms
Completion
Conditions Precedent
Representations and Warranties
Covenants
Security Release
Regulatory Compliance
Stamp Duty
Registration
Tax
Indemnification
Default
Remedies
Force Majeure
Confidentiality
Notices
Assignment
Amendment
Severability
Waiver
Entire Agreement
Counterparts
Further Assurance
Costs and Expenses
Governing Law
Dispute Resolution
Electronic Execution
Banking
Financial Services
Investment Management
Corporate Finance
Securities Trading
Asset Management
Debt Markets
Capital Markets
Treasury Services
Corporate Services
Legal
Finance
Compliance
Treasury
Securities Operations
Risk Management
Investment
Corporate Secretarial
Trading
Settlement
Legal Counsel
Corporate Lawyer
Financial Manager
Investment Manager
Bond Trader
Compliance Officer
Company Secretary
Treasury Manager
Portfolio Manager
Securities Operations Manager
Fixed Income Analyst
Transaction Manager
Risk Manager
Investment Banker
Fund Manager
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