Prepaid Forward Purchase Agreement Template for India

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Key Requirements PROMPT example:

Prepaid Forward Purchase Agreement

I need a Prepaid Forward Purchase Agreement under Indian law for the purchase of agricultural commodities (wheat) from a local supplier, with prepayment to be made in March 2025 and delivery scheduled for September 2025, including quality specifications and price adjustment mechanisms for crop quality variations.

Document background
The Prepaid Forward Purchase Agreement is utilized in situations where parties wish to establish a contractual framework for the advance purchase of assets with future delivery. This sophisticated financial instrument, governed by Indian law, is commonly used in commodities, securities, and other asset classes where price certainty and funding requirements necessitate prepayment structures. The document incorporates essential elements required under Indian legislation, including the Indian Contract Act, 1872, Securities Contracts (Regulation) Act, 1956, and Forward Contracts (Regulation) Act, 1952. It addresses key aspects such as payment mechanics, delivery obligations, price adjustments, and risk allocation, while ensuring compliance with Indian regulatory requirements. The agreement is particularly relevant in scenarios where buyers seek to secure future delivery of assets while providing upfront funding to sellers, making it a valuable tool for trade finance and risk management.
Suggested Sections

1. Parties: Identifies and provides details of the parties entering into the agreement

2. Background: Sets out the context and purpose of the agreement, including the intention to enter into a prepaid forward purchase arrangement

3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation principles

4. Purchase and Sale Obligation: Core transaction terms including the commitment to sell and purchase the underlying assets

5. Prepayment Terms: Details of the advance payment, including amount, timing, and payment mechanics

6. Delivery Terms: Specifications for the delivery of the underlying assets, including timing, method, and location

7. Conditions Precedent: Prerequisites that must be satisfied before obligations become effective

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

9. Covenants: Ongoing obligations of the parties during the term of the agreement

10. Price Adjustment Mechanisms: Procedures for adjusting the forward price based on specified events or conditions

11. Events of Default: Circumstances constituting default and corresponding remedies

12. Termination Rights: Grounds for early termination and the consequences thereof

13. Force Majeure: Provisions dealing with unforeseen circumstances affecting performance

14. Governing Law and Jurisdiction: Specifies applicable law and dispute resolution mechanisms

15. Miscellaneous: Standard boilerplate provisions including notices, amendments, and assignment

Optional Sections

1. Regulatory Compliance: Specific provisions addressing compliance with relevant regulatory requirements, included when dealing with regulated assets or entities

2. Security Arrangements: Details of any collateral or security provided, included when additional security is required

3. Tax Provisions: Specific tax-related provisions, included when there are significant tax implications

4. Market Disruption Events: Provisions dealing with market disruptions, included for transactions involving traded assets

5. Currency Provisions: Provisions dealing with currency conversions and exchange rates, included for cross-border transactions

6. Physical Settlement Fallback: Alternative settlement mechanisms, included when physical delivery may not be possible

7. Intermediary Provisions: Provisions regarding brokers or intermediaries, included when third parties are involved in the transaction

Suggested Schedules

1. Asset Specifications: Detailed description of the underlying assets including quantity, quality, and specifications

2. Pricing Schedule: Detailed pricing calculations, adjustments, and methodologies

3. Payment Schedule: Timeline and details of payment obligations

4. Delivery Schedule: Specific delivery requirements, locations, and procedures

5. Form of Notices: Standard forms for various notices required under the agreement

6. Calculation Methods: Detailed methodologies for calculating adjustments, prices, and other variable terms

7. Required Documents: List of documents required for closing and delivery

8. Contact Details: Contact information for key personnel and authorized representatives

Authors

Alex Denne

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

Relevant legal definitions
Clauses
Relevant Industries

Financial Services

Banking

Investment Management

Commodities Trading

Securities Trading

Energy

Agriculture

Mining

Manufacturing

International Trade

Relevant Teams

Legal

Finance

Treasury

Trading

Risk Management

Compliance

Operations

Settlement

Corporate Finance

Structured Finance

Contract Administration

Relevant Roles

Chief Financial Officer

Treasury Manager

Trading Manager

Risk Manager

Legal Counsel

Compliance Officer

Investment Manager

Corporate Finance Manager

Structured Finance Director

Operations Manager

Settlement Officer

Contract Administrator

Financial Controller

Head of Trading

Chief Legal Officer

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

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