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Forward Sale Agreement
1. Parties: Identification and details of the seller and buyer
2. Background: Context of the agreement and commercial rationale
3. Definitions: Definitions of key terms used throughout the agreement
4. Sale and Purchase: Core obligation to sell and purchase the specified goods at a future date
5. Price and Payment Terms: Purchase price, payment schedule, and payment mechanisms
6. Delivery: Delivery terms, timing, location, and transfer of risk
7. Quality and Specifications: Required quality standards and specifications of the goods
8. Title and Risk: Transfer of title and allocation of risk
9. Representations and Warranties: Standard representations and warranties from both parties
10. Conditions Precedent: Conditions that must be satisfied before the agreement becomes effective
11. Force Majeure: Events excusing performance and consequences
12. Default and Termination: Events of default, remedies, and termination rights
13. Governing Law and Jurisdiction: Choice of Danish law and jurisdiction provisions
14. Notices: Process for giving formal notices under the agreement
15. General Provisions: Standard boilerplate clauses including entire agreement, amendments, assignment
1. Storage: Required when goods need specific storage arrangements before delivery
2. Insurance: Detailed insurance requirements when specific coverage is needed
3. Price Adjustment: Mechanisms for price adjustment based on market conditions or indices
4. Quality Testing: Detailed testing procedures when goods require specific quality verification
5. Environmental Compliance: Required when the goods or their delivery have significant environmental implications
6. Intellectual Property: Needed when the goods involve IP rights or licenses
7. Confidentiality: Detailed confidentiality provisions when sensitive information is involved
8. Bank Guarantees: When additional financial security is required
9. Step-In Rights: Required in complex supply arrangements where alternative performance may be needed
1. Product Specifications: Detailed technical specifications of the goods
2. Pricing Schedule: Detailed pricing mechanisms, calculations, and adjustments
3. Delivery Schedule: Detailed timeline for deliveries including any phasing
4. Quality Standards: Detailed quality requirements and testing procedures
5. Form of Notices: Template forms for various notices required under the agreement
6. Bank Guarantee Format: Standard format for any required bank guarantees
7. Key Personnel: List of key contacts and authorized representatives
8. Compliance Requirements: Detailed regulatory and compliance requirements
Authors
Advance Payment
Applicable Law
Banking Day
Buyer
Conditions Precedent
Contract Price
Delivery Date
Delivery Location
Delivery Period
Delivery Schedule
Deposit
Effective Date
Events of Default
Force Majeure Event
Goods
Governing Law
Incoterms
Inspection Certificate
Interest Rate
Letter of Credit
Material Adverse Change
Payment Date
Performance Security
Product Specifications
Purchase Price
Quality Standards
Quantity
Related Agreements
Relevant Authority
Security Interest
Seller
Specification
Storage Location
Term
Testing Procedures
Title Documents
Transaction Documents
Unit Price
Warranty Period
Definitions
Sale and Purchase Obligation
Price and Payment
Delivery Terms
Quality Requirements
Title and Risk
Conditions Precedent
Representations and Warranties
Covenants
Security Arrangements
Force Majeure
Default
Termination
Indemnification
Confidentiality
Assignment
Notices
Dispute Resolution
Governing Law and Jurisdiction
Insurance
Taxes
Compliance with Laws
Records and Audit Rights
Amendment and Waiver
Severability
Entire Agreement
Further Assurance
Third Party Rights
Storage and Handling
Product Specifications
Testing and Inspection
Warranties
Time of the Essence
Bank Guarantees
Set-off Rights
Anti-Corruption
Sanctions Compliance
Data Protection
Boilerplate Clauses
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