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Forward Purchase Agreement Template for Denmark

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Key Requirements PROMPT example:

Forward Purchase Agreement

Document background
The Forward Purchase Agreement is a crucial commercial document used when parties wish to secure a future transaction with predetermined terms. It is particularly relevant in situations where the actual transfer of assets or goods needs to occur at a future date, but parties want to lock in commercial terms, including price and conditions, in the present. Under Danish law, these agreements must comply with the Danish Contracts Act and related legislation, while also considering EU regulations where applicable. The document typically includes detailed provisions on purchase price calculations, conditions precedent, completion mechanics, and risk allocation. Forward Purchase Agreements are commonly used in various sectors, from real estate development to commodity trading, and can be adapted to different transaction types while maintaining their core purpose of securing future purchases.
Suggested Sections

1. Parties: Identification and details of the buyer and seller, including registration numbers and addresses

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

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Sale and Purchase Obligation: Core obligation to sell and purchase the subject matter at the future date

5. Purchase Price and Payment Terms: Specification of price, payment mechanism, and timing

6. Conditions Precedent: Conditions that must be satisfied before the forward purchase obligation becomes effective

7. Completion Mechanics: Detailed process for executing the purchase when the forward date arrives

8. Representations and Warranties: Standard and transaction-specific warranties from both parties

9. Covenants: Ongoing obligations of the parties until completion

10. Risk and Title: Transfer of risk and ownership provisions

11. Term and Termination: Duration of agreement and circumstances allowing early termination

12. Force Majeure: Provisions for handling events beyond parties' control

13. Confidentiality: Obligations regarding confidential information

14. Notices: Process for formal communications between parties

15. Governing Law and Jurisdiction: Confirmation of Danish law and jurisdiction

Optional Sections

1. Security Arrangements: Include when additional security for the forward purchase is required

2. Price Adjustment Mechanism: Include when the purchase price may be adjusted based on specified factors

3. Third Party Rights: Include when rights are to be granted to third parties

4. Anti-corruption Compliance: Include for international transactions or when required by corporate policies

5. Environmental Compliance: Include when the subject matter involves environmental considerations

6. Parent Company Guarantee: Include when parent company support is required

7. Break Fee: Include when parties agree to compensation for early termination

8. Step-in Rights: Include when one party needs the right to take over certain obligations

Suggested Schedules

1. Asset Description: Detailed description of the subject matter of the forward purchase

2. Price Calculation: Detailed methodology for calculating the final purchase price

3. Completion Requirements: Checklist of documents and actions required at completion

4. Form of Transfer Documents: Templates for documents to be executed at completion

5. Due Diligence Results: Summary of key due diligence findings and any resulting obligations

6. Warranty Schedule: Detailed warranties and any specific limitations

7. Security Documentation: Forms of any required security documents

8. Required Consents: List of third-party consents required for completion

Authors

Relevant legal definitions











































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Relevant Industries
Relevant Teams
Relevant Roles
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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