The Sale With Buyback Agreement is a specialized financing instrument used in the Malaysian market, where it serves as both a conventional financing tool and, when appropriately structured, an Islamic finance instrument (Bai' Al-Inah'). This document is typically used when a party needs to raise immediate capital while retaining the ability to reclaim the asset, or when structuring a financing arrangement that complies with both Malaysian law and, where required, Shariah principles. It includes comprehensive provisions for the initial sale, buyback mechanisms, asset preservation, and risk allocation, while incorporating necessary safeguards to comply with Malaysian financial regulations and contract law. The agreement is particularly relevant in Malaysia's dual banking system, where both conventional and Islamic financial transactions coexist.

1. Parties: Identification of seller and buyer, including registration details and addresses

2. Background: Context of the transaction, relationship between parties, and purpose of the agreement

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

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

5. Buyback Terms: Specifics of the buyback arrangement including trigger events, price, and completion requirements

6. Payment Terms: Payment mechanisms, timing, and currency for both sale and buyback transactions

7. Completion Requirements: Documentation and actions required for both sale and buyback completions

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

9. Covenants: Ongoing obligations of parties during the period between sale and buyback

10. Default and Remedies: Events of default and corresponding remedies available to parties

11. Termination: Circumstances under which the agreement can be terminated and consequences

12. Governing Law and Jurisdiction: Malaysian law as governing law and jurisdiction for disputes

13. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability