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Conditional Agreement
"I need a Conditional Agreement under Hong Kong law for the purchase of a commercial property in Kowloon, where completion is subject to obtaining regulatory approval and securing financing by March 2025, with an option to extend the completion deadline by three months if needed."
1. Parties: Identifies and defines all parties to the agreement
2. Background: Provides context and explains the purpose of the agreement
3. Definitions and Interpretation: Defines key terms and establishes interpretation rules
4. Conditions: Details all conditions precedent and/or subsequent that must be satisfied
5. Mechanism for Satisfaction of Conditions: Specifies how and when conditions will be deemed satisfied or waived
6. Rights and Obligations Prior to Satisfaction: Sets out parties' rights and duties before conditions are met
7. Rights and Obligations After Satisfaction: Defines parties' rights and duties after conditions are met
8. Consequences of Non-Satisfaction: Specifies what happens if conditions are not met within specified timeframes
9. Time Periods and Notices: Establishes timeframes and notice requirements
10. Representations and Warranties: Standard representations and warranties from all parties
11. Term and Termination: Duration of agreement and termination provisions
12. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, etc.
1. Consideration: Required if there is a specific payment or consideration structure tied to conditions
2. Security Arrangements: Include if any security or guarantees are required pending satisfaction of conditions
3. Third Party Rights: Include if any third parties have rights under the agreement per Hong Kong's Contracts (Rights of Third Parties) Ordinance
4. Regulatory Compliance: Include if conditions relate to regulatory approvals or compliance
5. Escrow Arrangements: Include if any assets or documents are held in escrow pending satisfaction of conditions
6. Force Majeure: Include if external events might affect the satisfaction of conditions
7. Step-In Rights: Include if any party has rights to step in to satisfy conditions on behalf of another
1. Schedule 1 - Conditions Precedent Checklist: Detailed list of all conditions precedent and their status
2. Schedule 2 - Form of Satisfaction Notice: Template notice for confirming satisfaction of conditions
3. Schedule 3 - Timeline: Detailed timeline for satisfaction of all conditions
4. Schedule 4 - Required Documents: List of all documents required to satisfy conditions
5. Schedule 5 - Contact Details: Key contact persons for each party regarding condition satisfaction
6. Appendix A - Form of Compliance Certificate: Template certificate confirming compliance with conditions
7. Appendix B - Supporting Documentation: Any relevant background documents or certificates
Authors
Financial Services
Real Estate
Manufacturing
Technology
Retail
Construction
Healthcare
Energy
Infrastructure
Professional Services
Telecommunications
Hospitality
Mining
Transportation
Education
Legal
Compliance
Finance
Risk Management
Corporate Development
Business Development
Operations
Commercial
Project Management
Executive Management
Company Secretariat
Mergers and Acquisitions
Investment
Due Diligence
Regulatory Affairs
Legal Counsel
Corporate Lawyer
Commercial Director
Chief Executive Officer
Chief Financial Officer
Compliance Officer
Risk Manager
Business Development Manager
Contract Manager
Company Secretary
Investment Director
Project Manager
Due Diligence Officer
Transaction Manager
Operations Director
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