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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.
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
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
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
Advance Payment Date
Affiliate
Agreement Date
Applicable Law
Asset Specifications
Business Day
Calculation Agent
Calculation Date
Calculation Period
Contract Price
Custodian
Default Interest Rate
Delivery Date
Delivery Location
Delivery Notice
Delivery Period
Dispute
Early Termination Date
Effective Date
Eligible Assets
Event of Default
Exercise Date
Exercise Notice
Force Majeure Event
Forward Price
Governmental Authority
Initial Margin
Interest Rate
Market Disruption Event
Market Price
Material Adverse Change
Maturity Date
Payment Currency
Payment Date
Permitted Encumbrance
Price Adjustment Event
Purchase Price
Reference Market
Reference Price
Regulatory Requirement
Related Agreement
Relevant Jurisdiction
Security Interest
Settlement Date
Settlement Method
Specified Assets
Termination Amount
Termination Event
Transaction
Transaction Documents
Transfer Date
Underlying Assets
Valuation Date
Variation Margin
Purchase and Sale
Prepayment
Delivery
Price Calculation
Payment Terms
Conditions Precedent
Representations and Warranties
Covenants
Security
Price Adjustment
Market Disruption
Force Majeure
Events of Default
Termination
Set-off
Assignment
Notices
Confidentiality
Indemnification
Tax
Regulatory Compliance
Dispute Resolution
Governing Law
Jurisdiction
Amendment
Severability
Entire Agreement
Counterparts
Third Party Rights
Further Assurance
Costs and Expenses
Waiver
Time of Essence
Announcements
Anti-Money Laundering
Sanctions Compliance
Financial Services
Banking
Investment Management
Commodities Trading
Securities Trading
Energy
Agriculture
Mining
Manufacturing
International Trade
Legal
Finance
Treasury
Trading
Risk Management
Compliance
Operations
Settlement
Corporate Finance
Structured Finance
Contract Administration
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
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