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Joint Investment Agreement
"I need a Joint Investment Agreement under German law for a tech startup investment between our venture capital firm and two family offices, with specific provisions for staged investments and technology transfer rights, to be completed by March 2025."
1. Parties: Identification and details of all investing parties and any managing entities
2. Background: Context of the investment relationship and purpose of the agreement
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Investment Structure: Legal form of the investment vehicle and relationship between parties
5. Investment Contributions: Details of initial and subsequent capital contributions, including nature, timing, and valuation
6. Management and Governance: Decision-making processes, voting rights, and management structure
7. Business Plan and Investment Strategy: Agreed investment objectives, strategy, and implementation approach
8. Profit and Loss Allocation: Distribution of profits and allocation of losses among investors
9. Transfer Restrictions: Limitations on transfer of interests and rights of first refusal
10. Reporting and Information Rights: Financial reporting obligations and investor information rights
11. Representations and Warranties: Standard declarations about capacity, authority, and compliance
12. Confidentiality: Protection of confidential information and trade secrets
13. Term and Termination: Duration of the agreement and termination provisions
14. Governing Law and Jurisdiction: Confirmation of German law application and dispute resolution mechanisms
1. Anti-Dilution Protection: Provisions protecting investors from dilution in case of new investment rounds
2. Tag-Along Rights: Rights allowing minority investors to join in sale of majority stakes
3. Drag-Along Rights: Rights allowing majority to force minority participation in sale
4. Deadlock Resolution: Mechanisms for resolving management deadlocks between investors
5. Non-Competition: Restrictions on competitive activities by investors
6. Investment Committee: Structure and powers of an investment committee, if applicable
7. External Financing: Provisions regarding obtaining additional financing from external sources
8. Key Person Provisions: Requirements related to involvement of specific individuals
9. Co-Investment Rights: Rights of investors to participate in future investment opportunities
1. Investment Amounts and Percentages: Detailed breakdown of each party's investment amounts and ownership percentages
2. Business Plan: Detailed business plan and financial projections
3. Investment Policy: Detailed investment criteria and restrictions
4. Management Structure: Detailed organizational chart and management responsibilities
5. Valuation Methodology: Agreed methods for valuing investments and contributions
6. Form of Shareholder Resolution: Template for shareholder resolutions
7. Compliance Requirements: Detailed regulatory compliance procedures
8. Financial Reporting Templates: Standard formats for required financial reports
9. Exit Mechanics: Detailed procedures for implementing exit provisions
Authors
Agreement
Business Day
Business Plan
Capital Account
Capital Contribution
Closing
Closing Date
Confidential Information
Control
Defaulting Investor
Effective Date
Encumbrance
Event of Default
Exit Event
Fair Market Value
Financial Year
Force Majeure
Gesellschafter (Partner)
Holding Period
Investment Committee
Investment Period
Investment Policy
Investment Vehicle
Investor(s)
Key Person
Management Fee
Managing Partner
Material Adverse Change
Net Asset Value
Participating Interest
Parties
Partnership Interest
Permitted Transfer
Portfolio Company
Preferred Return
Prokura
Qualified Majority
Related Party
Relevant Market
Reserved Matters
Share
Shareholder
Subscription Amount
Tag-Along Right
Target Return
Transfer
Valuation Date
Voting Rights
Capital Contributions
Subscription
Management Rights
Voting Rights
Transfer Restrictions
Pre-emption Rights
Tag-Along Rights
Drag-Along Rights
Anti-dilution
Information Rights
Profit Distribution
Loss Allocation
Exit Rights
Board Composition
Reserved Matters
Deadlock Resolution
Non-Competition
Confidentiality
Representations and Warranties
Investment Committee
Decision Making
Default
Force Majeure
Term and Termination
Indemnification
Assignment
Amendments
Notices
Governing Law
Dispute Resolution
Severability
Entire Agreement
Cost Allocation
Tax Matters
Regulatory Compliance
Reporting Requirements
Financial Services
Technology
Real Estate
Infrastructure
Manufacturing
Healthcare
Renewable Energy
Biotechnology
Software
E-commerce
Transportation
Industrial
Media and Entertainment
Telecommunications
Professional Services
Legal
Finance
Investment
Compliance
Risk Management
Corporate Development
Business Strategy
Operations
Due Diligence
Treasury
Chief Executive Officer
Chief Financial Officer
Chief Investment Officer
Investment Director
Legal Counsel
Corporate Lawyer
Investment Manager
Portfolio Manager
Risk Manager
Compliance Officer
Business Development Director
Managing Partner
Finance Director
Investment Analyst
Due Diligence Manager
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