Call And Put Option Agreement Template for New Zealand

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Key Requirements PROMPT example:

Call And Put Option Agreement

"I need a Call and Put Option Agreement under New Zealand law for my tech startup, where an investor will have the right to purchase an additional 25% shareholding until March 2025, and existing shareholders will have the right to sell their shares back to the investor if certain revenue targets aren't met by December 2025."

Document background
The Call And Put Option Agreement is a vital instrument in New Zealand corporate and investment transactions, providing parties with flexible rights to buy and sell assets or shares under predetermined conditions. This document is typically used in strategic investments, joint ventures, or as part of broader corporate restructuring arrangements. It must comply with New Zealand's Financial Markets Conduct Act 2013 and related regulations, making it suitable for both domestic and international transactions involving New Zealand assets or entities. The agreement includes comprehensive provisions for option exercise procedures, price determination, completion mechanisms, and necessary regulatory approvals, while addressing specific requirements of New Zealand corporate and securities law.
Suggested Sections

1. Parties: Identifies and defines all parties to the agreement, including full legal names and addresses

2. Background: Sets out the context and purpose of the agreement, including details of the underlying assets or shares

3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation principles

4. Grant of Options: Formally establishes the call and put options and their basic terms

5. Option Exercise Period: Specifies the timeframe during which each option may be exercised

6. Exercise Price: Details the price(s) at which the options may be exercised and any price adjustment mechanisms

7. Exercise Procedure: Sets out the specific process and requirements for exercising either option

8. Settlement and Completion: Describes the process for completing the transaction once an option is exercised

9. Representations and Warranties: Contains standard and specific warranties from all parties

10. Confidentiality: Establishes obligations regarding confidential information

11. Notices: Specifies how formal notices must be given under the agreement

12. General Provisions: Contains standard boilerplate clauses including governing law, jurisdiction, and entire agreement

Optional Sections

1. Security Arrangements: Required when the option agreement includes specific security or collateral arrangements

2. Tag-Along Rights: Included when minority shareholders need protection in case of option exercise

3. Drag-Along Rights: Included when majority shareholders need the right to force minority shareholders to join in a sale

4. Anti-Dilution Provisions: Required when protecting option holders against dilution from new share issues

5. Regulatory Compliance: Needed when the transaction may require specific regulatory approvals or compliance

6. Foreign Investment Provisions: Required when the agreement involves overseas investors and needs to comply with the Overseas Investment Act

7. Tax Provisions: Included when specific tax arrangements or obligations need to be addressed

Suggested Schedules

1. Schedule 1 - Option Terms: Detailed terms of both the call and put options, including precise calculation methods for the exercise price

2. Schedule 2 - Form of Exercise Notice: Template notice to be used when exercising either option

3. Schedule 3 - Description of Assets/Shares: Detailed description of the underlying assets or shares subject to the options

4. Schedule 4 - Completion Requirements: Checklist of all documents and actions required upon exercise of either option

5. Appendix A - Warranties: Detailed warranties given by each party

6. Appendix B - Pre-Emptive Rights: Details of any existing pre-emptive rights that may affect the options

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
Relevant Industries

Financial Services

Investment Banking

Private Equity

Venture Capital

Real Estate

Technology

Manufacturing

Professional Services

Mining and Resources

Agriculture

Retail

Healthcare

Infrastructure

Relevant Teams

Legal

Corporate Finance

Mergers & Acquisitions

Investment

Risk Management

Compliance

Corporate Development

Treasury

Business Development

Company Secretariat

Relevant Roles

Chief Financial Officer

Investment Director

Corporate Lawyer

Legal Counsel

Investment Manager

Corporate Finance Manager

M&A Director

Private Equity Manager

Commercial Director

Risk Manager

Company Secretary

Transaction Manager

Portfolio Manager

Business Development Director

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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