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Call And Put Option Agreement
"I need a Call and Put Option Agreement for a Saudi-based financial services company granting options over 25% of its technology subsidiary's shares to a strategic investor, with exercise periods starting March 2025 and including specific Shariah-compliant pricing mechanisms."
1. Parties: Identification of all contracting parties, including full legal names, addresses, and registration details
2. Background: Context of the agreement, relationship between parties, and purpose of the option arrangement
3. Definitions and Interpretation: Detailed definitions of terms used throughout the agreement and rules of interpretation
4. Grant of Options: Explicit grant of call and put options, including the nature and scope of rights being granted
5. Option Exercise: Procedures and requirements for exercising the options, including notice requirements and timelines
6. Exercise Price and Payment: Specification of option exercise prices and payment mechanisms, ensuring Sharia compliance
7. Term and Expiration: Duration of the option agreement and circumstances of expiration
8. Representations and Warranties: Standard and specific warranties from each party, including Sharia compliance representations
9. Conditions Precedent: Conditions that must be satisfied before the agreement becomes effective
10. Covenants: Ongoing obligations of the parties during the term of the agreement
11. Transfer Restrictions: Limitations on transfer of options or underlying assets
12. Events of Default: Circumstances constituting default and consequences
13. Termination: Grounds for termination and the process thereof
14. Notices: Communication procedures between parties
15. Governing Law and Jurisdiction: Specification of Saudi law as governing law and jurisdiction for disputes
16. General Provisions: Standard boilerplate clauses including amendments, waivers, and severability
1. Regulatory Compliance: Specific section addressing compliance with CMA regulations and other relevant laws, required when dealing with regulated entities or complex financial instruments
2. Security Arrangements: Details of any security or collateral arrangements, needed when security is required for the option obligations
3. Tax Provisions: Specific tax-related provisions and allocations, relevant when tax implications are significant or cross-border elements exist
4. Force Majeure: Provisions dealing with unforeseen circumstances, particularly relevant in longer-term option arrangements
5. Shariah Compliance Provisions: Detailed provisions ensuring compliance with Islamic law principles, required when parties specifically need to demonstrate Shariah compliance
6. Assignment: Specific provisions regarding assignment rights, needed when transfer rights are contemplated
7. Confidentiality: Detailed confidentiality obligations, required when sensitive information is involved
1. Schedule 1 - Option Terms: Detailed specifications of the options including precise exercise prices, exercise periods, and underlying assets
2. Schedule 2 - Form of Exercise Notice: Template notice for exercising options
3. Schedule 3 - Calculation Methods: Detailed methodology for calculating various amounts under the agreement
4. Schedule 4 - Required Approvals: List of regulatory and other approvals required
5. Schedule 5 - Security Details: Details of any security or collateral arrangements if applicable
6. Appendix A - Compliance Checklist: Checklist ensuring compliance with relevant regulations and Shariah principles
7. Appendix B - Shariah Approval: Copy of Shariah board approval or certification if required
Authors
Business Day
Call Option
Call Option Exercise Date
Call Option Exercise Notice
Call Option Exercise Period
Call Option Exercise Price
Capital Market Authority
Completion
Completion Date
Conditions Precedent
Confidential Information
Default Event
Effective Date
Encumbrance
Exercise Date
Exercise Notice
Exercise Period
Exercise Price
Expiry Date
Fair Market Value
Force Majeure Event
Governmental Authority
Grant Date
Initial Period
Laws
Longstop Date
Material Adverse Change
Option
Option Assets
Option Holder
Option Premium
Option Rights
Parties
Put Option
Put Option Exercise Date
Put Option Exercise Notice
Put Option Exercise Period
Put Option Exercise Price
Regulatory Approvals
Related Parties
Relevant Period
SAMA
Saudi Arabian Law
Securities
Security Interest
Shariah Principles
Strike Price
Tadawul
Term
Transaction Documents
Transfer
Underlying Assets
Valuation Date
Warranties
Option Exercise
Exercise Price
Payment Terms
Exercise Period
Option Premium
Representations and Warranties
Conditions Precedent
Regulatory Compliance
Shariah Compliance
Transfer Restrictions
Security Interest
Calculation Methods
Valuation
Events of Default
Termination
Force Majeure
Confidentiality
Anti-Money Laundering
Notices
Assignment
Amendment
Severability
Entire Agreement
Further Assurance
Costs and Expenses
Governing Law
Dispute Resolution
Counterparts
Language
Time of Essence
No Waiver
Indemnification
Tax Provisions
Change of Control
Regulatory Reporting
Market Conduct
Due Diligence
Disclosure
Survival
Financial Services
Investment Banking
Asset Management
Securities Trading
Private Equity
Real Estate
Energy
Infrastructure
Technology
Manufacturing
Legal
Finance
Compliance
Risk Management
Treasury
Corporate Development
Investment
Trading
Shariah Advisory
Operations
Chief Financial Officer
Legal Counsel
Investment Manager
Compliance Officer
Risk Manager
Corporate Treasurer
Shariah Compliance Officer
Investment Banker
Securities Trader
Portfolio Manager
Corporate Development Director
Financial Controller
General Counsel
Transaction Manager
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