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Investment Framework Agreement
"I need an Investment Framework Agreement for a Hong Kong-based private equity firm planning to invest in Southeast Asian technology companies, with special provisions for co-investment rights and ESG reporting requirements."
1. Parties: Identification of all parties to the agreement, including their legal status and registered addresses
2. Background: Context of the investment framework, including the purpose and scope of the intended investment relationship
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Investment Structure: Overview of the investment framework, including investment types, mechanisms, and general parameters
5. Investment Process: Procedures for making investments, including approval processes and documentation requirements
6. Representations and Warranties: Standard and specific representations and warranties from all parties
7. Investment Criteria: Specific criteria and requirements for investments under the framework
8. Due Diligence: Requirements and processes for conducting due diligence on investments
9. Funding and Capital Commitments: Terms relating to funding obligations, drawdown mechanisms, and capital commitment details
10. Management and Control: Governance structure and decision-making processes for the investment framework
11. Fees and Expenses: All fees, costs, and expense allocation between parties
12. Confidentiality: Obligations regarding confidential information and its handling
13. Term and Termination: Duration of the agreement and circumstances for termination
14. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction details
15. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Co-Investment Rights: Terms governing co-investment opportunities, used when parties may invest alongside each other
2. Tag-Along and Drag-Along Rights: Exit-related rights, included when relevant to the investment structure
3. Anti-Dilution Protection: Provisions protecting against dilution, used in cases involving multiple investment rounds
4. Environmental, Social and Governance (ESG): ESG requirements and reporting, included when ESG is a focus of the investment strategy
5. FCPA and Anti-Corruption: Specific anti-corruption provisions, needed for cross-border investments or when dealing with public entities
6. Investment Committee: Structure and powers of an investment committee, used in more complex investment frameworks
7. Key Person Provisions: Terms relating to key personnel, included when success depends on specific individuals
8. Regulatory Compliance: Specific regulatory compliance requirements, included for regulated industries or investors
1. Investment Guidelines: Detailed investment criteria, restrictions, and guidelines
2. Form of Investment Notice: Template for formal investment notices under the framework
3. Due Diligence Requirements: Detailed checklist and requirements for due diligence processes
4. Fee Schedule: Detailed breakdown of all fees, calculations, and payment terms
5. Reporting Requirements: Templates and requirements for regular reporting
6. KYC Requirements: Required know-your-customer documentation and processes
7. Authorized Signatories: List of authorized signatories for each party and their signing authorities
8. Excluded Investments: List of prohibited investments or excluded sectors/jurisdictions
Authors
Affiliate
Agreement
Anti-Money Laundering Laws
Applicable Law
Approved Investment
Authorized Representative
Board
Business Day
Capital Commitment
Capital Contribution
Commencement Date
Confidential Information
Control
Drawdown Notice
Due Diligence
Effective Date
Eligible Investment
Encumbrance
Event of Default
Excluded Investment
Exit
Force Majeure
Funding Date
Governmental Authority
Group
Holding Period
Investment Committee
Investment Criteria
Investment Guidelines
Investment Notice
Investment Period
Investment Policy
Investment Proposal
Key Person
Management Fee
Material Adverse Change
Net Asset Value
Operating Expenses
Parties
Performance Fee
Permitted Transfer
Portfolio Company
Professional Investor
Regulatory Approvals
Related Party
Relevant Jurisdiction
Reserved Matters
Securities
SFC
Shareholder
Subscription Agreement
Target Return
Term
Transaction Documents
Transfer
Valuation Date
Valuation Policy
Definitions
Investment Structure
Investment Criteria
Investment Process
Due Diligence
Capital Commitments
Drawdown Procedures
Investment Period
Investment Committee
Management Rights
Governance
Representations and Warranties
Covenants
Fees and Expenses
Performance Fees
Reporting Requirements
Valuations
Transfer Restrictions
Exit Rights
Tag-Along Rights
Drag-Along Rights
Anti-Dilution
Confidentiality
Non-Competition
Non-Solicitation
Regulatory Compliance
Anti-Money Laundering
Force Majeure
Default
Indemnification
Term and Termination
Consequences of Termination
Notices
Assignment
Amendments
Waiver
Severability
Entire Agreement
Governing Law
Dispute Resolution
Third Party Rights
Counterparts
Financial Services
Private Equity
Venture Capital
Real Estate
Infrastructure
Technology
Healthcare
Manufacturing
Renewable Energy
Asset Management
Banking
Insurance
Telecommunications
Legal
Compliance
Investment
Risk Management
Finance
Corporate Development
Due Diligence
Portfolio Management
Operations
Corporate Governance
Investor Relations
Treasury
Chief Investment Officer
Investment Director
Legal Counsel
Compliance Officer
Fund Manager
Portfolio Manager
Risk Manager
Managing Director
Investment Analyst
Chief Financial Officer
General Counsel
Company Secretary
Investment Committee Member
Board Director
Relationship Manager
Due Diligence Officer
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