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Sell And Buy Back Agreement Template for Germany

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Key Requirements PROMPT example:

Sell And Buy Back Agreement

"I need a Sell and Buy Back Agreement under German law for trading government securities with international banks, including standard margin maintenance provisions and market disruption clauses that comply with EU regulations."

Document background
The Sell And Buy Back Agreement is a sophisticated financial instrument used in the German market for various purposes, including financing, liquidity management, and asset optimization. This document type is particularly relevant when parties seek to structure a temporary transfer of assets with a predetermined repurchase arrangement. The agreement must comply with German legal requirements and regulatory framework, including the German Civil Code (BGB), Commercial Code (HGB), and relevant financial regulations. It provides detailed terms for the initial sale, repurchase obligation, pricing mechanisms, risk allocation, and default scenarios. The document is commonly used in financial markets, particularly among banks, financial institutions, and large corporations, and can be applied to various assets including securities, commodities, or other financial instruments.
Suggested Sections

1. Parties: Identification of the seller and buyer, including their legal status and registered addresses

2. Background: Context of the transaction and relationship between the parties

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

4. Sale and Purchase: Terms of the initial sale transaction, including asset description and initial purchase price

5. Repurchase Obligation: Terms of the buyback transaction, including repurchase price and timing

6. Price and Payment Terms: Detailed pricing mechanisms, payment methods, and timing for both transactions

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

8. Representations and Warranties: Statements of fact and assurances from both parties

9. Risk and Title: Transfer of risk and ownership provisions for both transactions

10. Default and Remedies: Events of default and corresponding remedies available to the non-defaulting party

11. Termination: Circumstances under which the agreement can be terminated and consequences

12. Notices: Communication requirements and contact details

13. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes

14. Miscellaneous: Standard boilerplate provisions including severability, entire agreement, and amendments

Optional Sections

1. Regulatory Compliance: Additional provisions required when parties are regulated entities or when the transaction involves regulated assets

2. Tax Provisions: Specific tax-related provisions when the transaction has significant tax implications

3. Income and Benefits: Provisions dealing with income or benefits generated by the assets during the buyback period

4. Substitution Rights: Rights to substitute assets during the term of the agreement, if applicable

5. Market Disruption: Provisions dealing with market disruption events, particularly relevant for financial instruments

6. Intermediary Provisions: Additional terms when the transaction involves custodians or other intermediaries

7. Cross-Default: Provisions linking defaults under other agreements, particularly relevant for financial institutions

8. Margin Maintenance: Provisions for maintaining value through margin calls, particularly relevant for financial instruments

Suggested Schedules

1. Asset Schedule: Detailed description and specification of the assets subject to the agreement

2. Pricing Schedule: Detailed pricing formulae and calculations for initial sale and repurchase

3. Form of Notices: Standard forms for various notices required under the agreement

4. Operating Procedures: Detailed procedures for executing the sale and repurchase transactions

5. Eligibility Criteria: Criteria for acceptable assets, particularly relevant if substitution is allowed

6. Required Documents: List of documents required for closing and ongoing compliance

7. Contact Details: Detailed contact information for all relevant parties and representatives

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 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

Banking

Investment Management

Securities Trading

Asset Management

Insurance

Corporate Finance

Public Sector

Real Estate

Commodities Trading

Relevant Teams

Legal

Finance

Treasury

Risk Management

Compliance

Operations

Trading

Investment

Corporate Finance

Asset Management

Securities

Deal Management

Documentation

Relevant Roles

Chief Financial Officer

Treasury Manager

Legal Counsel

Compliance Officer

Risk Manager

Investment Manager

Portfolio Manager

Trading Manager

Financial Controller

Operations Manager

Transaction Manager

Asset Manager

Securities Trader

Financial Analyst

Legal Director

Corporate 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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