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Subscription Agreement Private Equity
"I need a Private Equity Subscription Agreement for a UAE-based technology fund launching in March 2025, targeting institutional investors with minimum commitments of AED 5 million, with specific provisions for DIFC compliance."
1. Parties: Identification of the Fund, Fund Manager/GP, and the Subscriber/Limited Partner
2. Background: Context of the fund, its structure, and purpose of the subscription
3. Definitions and Interpretation: Key terms used throughout the agreement and rules of interpretation
4. Subscription and Payment Terms: Details of investment amount, payment method, and subscription process
5. Closing Conditions: Conditions precedent to accepting the subscription
6. Representations and Warranties: Subscriber's confirmations regarding their status, capacity, and eligibility to invest
7. Anti-Money Laundering Provisions: Compliance with UAE AML regulations and required verifications
8. Indemnification: Subscriber's indemnification obligations to the fund and related parties
9. Confidentiality: Obligations regarding confidential information and fund documentation
10. Notices: Communication procedures and contact details
11. Governing Law and Jurisdiction: UAE law application and jurisdiction for disputes
12. General Provisions: Miscellaneous legal provisions including amendments, assignments, and severability
1. Sharia Compliance: Required for Sharia-compliant funds, detailing relevant restrictions and compliance requirements
2. DIFC/ADGM Specific Provisions: Additional provisions required if the fund is established in DIFC or ADGM
3. US Person Provisions: Additional representations and restrictions for US investors
4. Tax Considerations: Specific tax-related representations and obligations, particularly for international investors
5. Electronic Subscription Process: Provisions for digital subscription and execution if applicable
6. Power of Attorney: Optional authorization for the fund manager to execute additional documents
7. Side Letter Provisions: Reference to any individual arrangements with specific investors
1. Subscription Form: Detailed form capturing investor information and subscription details
2. Know Your Customer (KYC) Requirements: List of required documentation for AML/KYC compliance
3. Wire Transfer Instructions: Banking details and payment procedures
4. Investment Eligibility Questionnaire: Questionnaire to determine investor qualification status
5. Fund Terms Summary: Key terms from the Private Placement Memorandum or Limited Partnership Agreement
6. Risk Disclosure Statement: Detailed disclosure of investment risks
7. Tax Forms: Required tax documentation including FATCA/CRS forms
8. Corporate Authorization Template: Template for corporate subscribers' board resolutions
9. Beneficial Ownership Declaration: Form for declaring ultimate beneficial owners as per UAE requirements
Authors
Additional Capital Commitment
Administration Agreement
Administrator
AML Laws
Applicable Law
Business Day
Capital Commitment
Capital Contribution
Closing
Closing Date
Commitment Period
Confidential Information
Constitutional Documents
Custodian
Drawdown Notice
Effective Date
Eligible Investor
Event of Default
Fund
Fund Documents
Fund Manager
General Partner
Governing Documents
Investment Committee
Investment Period
Investment Policy
KYC Requirements
Limited Partner
Limited Partnership Agreement
Management Agreement
Management Fee
Net Asset Value
Offering Document
Partnership Interests
Performance Fee
Private Placement Memorandum
Qualifying Investor
Redemption Date
Redemption Price
Regulatory Authority
Related Party
SCA
Subscription Amount
Subscription Date
Subscription Form
Subscription Price
Subscriber
UAE
Unit
Valuation Day
Voting Rights
DIFC
ADGM
Side Letter
Transfer Rights
Carried Interest
Payment Terms
Closing Conditions
Representations and Warranties
Anti-Money Laundering
Compliance
Investment Eligibility
Capital Commitments
Capital Calls
Regulatory Compliance
Transfer Restrictions
Confidentiality
Indemnification
Limited Partner Obligations
Default
Termination
Assignment
Notices
Amendments
Governing Law
Dispute Resolution
Force Majeure
Severability
Entire Agreement
Further Assurance
Electronic Execution
Third Party Rights
Costs and Expenses
Waiver
Time of Essence
Counterparts
Language
Data Protection
Sharia Compliance
Tax Matters
Financial Services
Investment Management
Private Equity
Venture Capital
Real Estate
Healthcare
Technology
Infrastructure
Energy
Manufacturing
Professional Services
Asset Management
Legal
Compliance
Investment Management
Risk Management
Finance
Due Diligence
Investor Relations
Fund Administration
Corporate Governance
Portfolio Management
Chief Investment Officer
Fund Manager
Private Equity Partner
Legal Counsel
Compliance Officer
Investment Director
Chief Financial Officer
Risk Manager
Investment Analyst
Due Diligence Officer
Investor Relations Manager
Portfolio Manager
Managing Director
General Counsel
Fund Administrator
Senior Investment Associate
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