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Exclusive Option Agreement
"I need an Exclusive Option Agreement for a commercial property development opportunity in Auckland, giving us exclusive rights to purchase the property until March 2025, with provision for due diligence and resource management approval conditions."
1. Parties: Identifies and defines the parties to the agreement - the Option Grantor and Option Holder
2. Background: Sets out the context and purpose of the option agreement
3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules
4. Grant of Option: Establishes the exclusive option rights and their nature
5. Option Period: Specifies the duration for which the option can be exercised
6. Option Fee: Details the consideration paid for the option rights
7. Exercise of Option: Describes the process and requirements for exercising the option
8. Completion: Sets out the completion process once the option is exercised
9. Warranties and Representations: Standard warranties from both parties regarding capacity and authority
10. Confidentiality: Obligations regarding confidential information
11. General Provisions: Standard boilerplate clauses including notices, governing law, etc.
1. Due Diligence: Required when the option holder needs rights to conduct due diligence before exercise
2. Security: Used when security is required for the option fee or future performance
3. Third Party Rights: Needed when third party consents or rights are relevant to the option
4. Tax Provisions: Required when specific tax implications need to be addressed
5. Anti-dilution Provisions: Included for share options to protect against dilution
6. Resource Management Act Conditions: Required when the option involves land subject to RMA considerations
7. Overseas Investment Office Approval: Required when foreign investment approval might be needed
1. Schedule 1 - Subject Matter of Option: Detailed description of what is covered by the option (e.g., property details, shares, assets)
2. Schedule 2 - Option Exercise Notice: Pro forma notice for exercising the option
3. Schedule 3 - Form of Main Agreement: Draft of the main agreement to be entered into upon exercise
4. Schedule 4 - Due Diligence Requirements: List of due diligence materials and processes if applicable
5. Schedule 5 - Conditions Precedent: List of conditions that must be satisfied before option exercise
6. Appendix A - Required Consents: List of third party or regulatory consents required
7. Appendix B - Disclosure Schedule: Grantor's disclosures against warranties if applicable
Authors
Real Estate
Commercial Property
Corporate/M&A
Intellectual Property
Mining and Resources
Agriculture
Technology
Manufacturing
Retail
Professional Services
Legal
Commercial
Corporate Development
Mergers & Acquisitions
Real Estate
Business Development
Finance
Compliance
Risk Management
Executive Leadership
Chief Executive Officer
Chief Financial Officer
Commercial Director
Legal Counsel
General Counsel
Property Manager
Business Development Manager
Corporate Development Manager
Investment Manager
Real Estate Manager
Compliance Officer
Contract Manager
Company Secretary
Director of Operations
Head of Mergers & Acquisitions
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