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Exclusive Option Agreement
"I need an Exclusive Option Agreement for a potential purchase of a commercial property in Sydney, with a 6-month option period starting March 1, 2025, and an option fee of AUD 100,000; the agreement should include detailed due diligence provisions and specific conditions about the property's environmental compliance."
1. Parties: Identifies and defines the parties to the agreement
2. Background: Sets out the context and purpose of the option agreement
3. Definitions and Interpretation: Defines key terms and establishes interpretation principles
4. Grant of Option: Core provision granting the exclusive option rights
5. Option Period: Specifies the duration for which the option is valid
6. Option Fee: Details the consideration paid for the option
7. Exercise of Option: Specifies the mechanism and process for exercising the option
8. Exclusivity Obligations: Details the exclusive nature and related restrictions
9. Warranties and Representations: Standard warranties from both parties
10. Confidentiality: Provisions regarding confidential information
11. Termination: Circumstances and process for early termination
12. General Provisions: Standard boilerplate clauses including governing law, notices, etc.
1. Due Diligence: Include when the option holder requires rights to conduct due diligence during the option period
2. Security Provisions: Include when security is required to guarantee option exercise
3. Third Party Consents: Include when exercise of the option requires third party approvals
4. Pre-Exercise Conditions: Include when specific conditions must be met before option exercise
5. Anti-Competition Provisions: Include when additional competition restrictions are needed beyond basic exclusivity
6. Change of Control: Include when change in control of either party affects the option
7. Force Majeure: Include when external events might affect option exercise rights
1. Schedule 1 - Option Terms: Detailed commercial terms of the option including pricing and timing
2. Schedule 2 - Form of Exercise Notice: Template notice for exercising the option
3. Schedule 3 - Subject Matter Details: Detailed description of what the option is over (e.g., asset details, shares, property)
4. Schedule 4 - Due Diligence Requirements: If applicable, detailed due diligence procedures and requirements
5. Schedule 5 - Form of Resulting Agreement: Draft of the agreement that will be entered into upon exercise of the option
6. Appendix A - Required Consents: List of required third-party consents if applicable
Authors
Business Day
Commencement Date
Completion
Completion Date
Confidential Information
Consideration
Due Diligence
Due Diligence Period
Effective Date
Encumbrance
Exercise Date
Exercise Notice
Exercise Period
Exercise Price
Exclusivity Period
Force Majeure Event
Governmental Authority
Grant Date
GST
Intellectual Property Rights
Law
Material Adverse Change
Option
Option Fee
Option Period
Permitted Encumbrance
Related Body Corporate
Representative
Security Interest
Subject Matter
Term
Territory
Transaction Documents
Recitals
Definitions
Interpretation
Grant of Option
Option Fee
Option Period
Exercise of Option
Exclusivity
Due Diligence
Warranties and Representations
Confidentiality
Non-Competition
Security
Assignment
Force Majeure
Termination
Default
Notices
GST
Costs and Stamp Duty
Further Assurance
Severability
Waiver
Entire Agreement
Amendment
Governing Law
Jurisdiction
Dispute Resolution
Electronic Execution
Counterparts
Real Estate
Mining
Technology
Manufacturing
Retail
Agriculture
Financial Services
Entertainment
Healthcare
Professional Services
Legal
Corporate Development
Commercial
Finance
Business Development
Mergers & Acquisitions
Real Estate
Operations
Risk & Compliance
Investment
Chief Executive Officer
Chief Legal Officer
General Counsel
Legal Counsel
Commercial Director
Business Development Manager
Chief Financial Officer
Corporate Development Manager
Property Manager
Acquisitions Manager
Contract Manager
Risk Manager
Company Secretary
Operations Director
Investment Manager
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