Forward Purchase Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Forward Purchase Agreement

"I need a Forward Purchase Agreement governed by Hong Kong law for the purchase of 10,000 metric tons of copper cathodes, with physical delivery scheduled for March 2025, including credit support provisions and specific quality requirements."

Document background
Forward Purchase Agreements are essential instruments in Hong Kong's commercial and financial markets, used when parties wish to lock in the future purchase of assets, securities, or commodities at a predetermined price. This document type is particularly relevant in Hong Kong's dynamic trading environment, where it must comply with the Securities and Futures Ordinance (Cap. 571) and other relevant regulations. The Forward Purchase Agreement includes crucial elements such as pricing mechanisms, settlement terms, risk allocation, and regulatory compliance provisions. It is commonly used in various contexts, from straightforward commodity purchases to complex financial transactions, and can be adapted to accommodate different asset classes while maintaining compliance with Hong Kong's legal framework. The agreement provides certainty for both parties regarding future transactions while managing price risk and establishing clear contractual obligations.
Suggested Sections

1. Parties: Identification of buyer and seller with full legal names and addresses

2. Background: Context of the agreement and brief description of the transaction

3. Definitions and Interpretation: Key terms used in the agreement and rules of interpretation

4. Agreement to Purchase: Core transaction terms including asset description, quantity, and forward price

5. Settlement Terms: Details of how and when the forward transaction will be settled

6. Payment Terms: Timing and method of payment, including any advance payments or deposits

7. Conditions Precedent: Conditions that must be satisfied before the agreement becomes effective

8. Representations and Warranties: Standard and transaction-specific representations by both parties

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

10. Events of Default: Circumstances constituting default and consequences

11. Termination: Circumstances allowing termination and consequences

12. Force Majeure: Provisions for unforeseen circumstances preventing performance

13. Notices: How formal communications between parties should be made

14. Governing Law and Jurisdiction: Specification of Hong Kong law and jurisdiction details

15. General Provisions: Standard boilerplate clauses including amendments, assignments, and severability

Optional Sections

1. Delivery Terms: Required for physical settlement forward contracts, specifying delivery logistics and requirements

2. Credit Support: Include when collateral or guarantees are required to secure obligations

3. Market Disruption: Include for forwards on traded securities or commodities to address market disruption events

4. Tax Provisions: Detailed tax provisions when transaction has significant tax implications

5. Regulatory Compliance: Additional compliance terms when transaction falls under specific regulatory requirements

6. Calculation Agent: Include when complex calculations are required for settlement or adjustments

7. Break Clauses: Optional early termination rights if agreed by parties

8. Netting Provisions: Include when parties have multiple transactions that may be netted

Suggested Schedules

1. Asset Specifications: Detailed description of the assets being purchased

2. Pricing and Valuation: Detailed methodology for price calculation and any adjustments

3. Settlement Procedures: Step-by-step process for settlement and delivery

4. Form of Notices: Templates for various notices required under the agreement

5. Credit Support Documentation: Details of any collateral or guarantee arrangements

6. Authorized Representatives: List of persons authorized to act for each party

7. Standard Settlement Instructions: Banking and settlement account details

8. Calculation Methods: Detailed calculations for payments, adjustments, and early termination

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Financial Services

Commodities Trading

Securities Trading

Investment Banking

Asset Management

Energy

Agriculture

Mining

Manufacturing

International Trade

Real Estate

Infrastructure

Relevant Teams

Legal

Compliance

Trading

Risk Management

Treasury

Operations

Finance

Settlement

Portfolio Management

Commercial

Documentation

Credit Risk

Market Risk

Transaction Management

Relevant Roles

Trading Manager

Risk Manager

Legal Counsel

Compliance Officer

Treasury Manager

Portfolio Manager

Chief Financial Officer

Contract Administrator

Operations Manager

Settlement Officer

Investment Director

Trading Director

Derivatives Trader

Commercial Director

Finance Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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