Buyback Agreement Template for Nigeria

The Buyback Agreement serves as a critical instrument in Nigerian commercial transactions where parties wish to establish a legal framework for the repurchase of previously sold assets, securities, or goods. This document type is commonly used in various scenarios, including share repurchases by companies, commodity trading, and financial institutions' repurchase agreements (repos). The agreement must comply with Nigerian legislation, particularly the Companies and Allied Matters Act (CAMA) 2020, Investment and Securities Act 2007, and relevant Central Bank of Nigeria regulations. It typically includes detailed provisions on pricing, timing, conditions, regulatory approvals, and completion mechanics, making it essential for both routine commercial transactions and complex corporate arrangements in the Nigerian market.

1. Parties: Identification of the parties entering into the buyback agreement, including their full legal names, registration details, and addresses

2. Background: Context of the agreement, including the nature of the original transaction and the reason for the buyback arrangement

3. Definitions and Interpretation: Definitions of key terms used in the agreement and rules for interpreting the agreement

4. Subject Matter of Buyback: Detailed description of the assets, securities, or items subject to the buyback arrangement

5. Purchase Price and Payment Terms: Specification of the buyback price, payment method, and timing of payments

6. Conditions Precedent: Conditions that must be satisfied before the buyback obligation becomes effective

7. Completion Mechanics: Step-by-step process for executing the buyback transaction

8. Representations and Warranties: Statements of fact and assurances given by each party

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

10. Default and Remedies: Consequences of breach and available remedies

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

12. Notices: Process and requirements for formal communications between parties

13. Boilerplate Provisions: Standard contractual provisions including entire agreement, severability, and amendments