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The Bond Purchase Agreement serves as the primary transaction document for bond issuances in New Zealand, establishing the legal relationship between bond issuers and purchasers. This document is essential when an entity wishes to raise capital through the issuance of bonds, whether for corporate financing, project funding, or other capital raising purposes. It must comply with New Zealand's regulatory framework, particularly the Financial Markets Conduct Act 2013, and includes detailed provisions covering bond terms, purchase mechanics, representations, warranties, and covenants. The agreement is typically used in both private placements and public offerings, requiring careful consideration of disclosure requirements, security arrangements (if applicable), and ongoing obligations of the parties. It forms part of the broader suite of documents required for bond issuances in New Zealand's financial markets.

1. Parties: Identification of the bond issuer, purchaser, and any other relevant parties such as trustees or paying agents

2. Background: Context of the bond issuance, purpose of the funding, and any relevant corporate approvals

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

4. Bond Terms: Core terms including principal amount, interest rate, maturity date, and payment mechanics

5. Purchase and Sale: Terms of the purchase transaction including price, settlement process, and closing mechanics

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

7. Representations and Warranties: Statements of fact and assurances from both issuer and purchaser

8. Covenants: Ongoing obligations of the issuer including financial covenants and reporting requirements

9. Events of Default: Circumstances constituting default and corresponding remedies

10. Transfer and Assignment: Rules and restrictions regarding the transfer of bonds

11. Payments and Calculations: Detailed mechanics for interest and principal payments, including calculation conventions

12. Notices: Process for giving formal notices under the agreement

13. General Provisions: Standard boilerplate provisions including governing law, jurisdiction, and amendments