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Convertible Agreement Regarding Equity
"I need a Convertible Agreement Regarding Equity for my Bangalore-based software startup to receive INR 2 crore investment from a local angel investor, with a 20% discount rate and 18-month maturity period."
1. Parties: Identification of the Company and the Investor(s)
2. Background: Context of the investment and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Investment Amount: Details of the investment sum and payment terms
5. Conversion Mechanism: Terms and conditions for converting the investment into equity
6. Valuation Cap: Maximum valuation for conversion purposes
7. Discount Rate: Applicable discount on conversion during qualified financing
8. Qualified Financing: Definition and terms of qualifying financing event
9. Company Representations: Company's warranties and representations
10. Investor Representations: Investor's warranties and representations
11. Information Rights: Investor's rights to company information and reports
12. Most Favored Nation: Protection ensuring investor gets best terms offered to other investors
13. Termination: Conditions and process for agreement termination
14. Governing Law: Applicable law and jurisdiction
1. Foreign Investment Compliance: Required when foreign investors are involved, covering FEMA compliance
2. Board Observer Rights: Optional rights for investor to attend board meetings
3. Pre-emptive Rights: Right to participate in future funding rounds
4. Tag-Along Rights: Right to join in sale of shares by other shareholders
5. Assignment and Transfer: Terms for transferring rights under the agreement
6. Anti-dilution Protection: Protection against dilution in certain circumstances
7. Confidentiality: Required when dealing with sensitive company information
1. Schedule 1 - Company Details: Comprehensive company information including cap table
2. Schedule 2 - Investment Terms: Detailed investment terms including payment schedule
3. Schedule 3 - Conversion Calculations: Formulas and examples of conversion calculations
4. Schedule 4 - Shareholders' Agreement Terms: Key terms to be included in future shareholders' agreement
5. Schedule 5 - Company Warranties: Detailed list of company warranties
6. Appendix A - Board Resolutions: Copy of relevant board resolutions approving the agreement
7. Appendix B - KYC Documents: Required KYC documentation for all parties
Authors
Company
Investor
Investment Amount
Conversion Price
Conversion Rights
Qualified Financing
Qualified Financing Securities
Valuation Cap
Discount Rate
Change of Control
Exit Event
IPO
Liquidity Event
Maturity Date
Equity Shares
Board
Director
Articles of Association
Memorandum of Association
Business Day
Closing
Completion
Conversion Notice
Due Diligence
Encumbrance
Financial Year
FEMA
Fully Diluted Share Capital
Material Adverse Effect
Pre-Money Valuation
Post-Money Valuation
Related Party
SEBI
Shareholders Agreement
Subscription Amount
Term Sheet
Transfer
Warranties
Working Day
Subscription
Payment Terms
Conversion Rights
Conversion Mechanics
Valuation
Information Rights
Most Favored Nation
Pre-emptive Rights
Tag-Along Rights
Representations and Warranties
Company Covenants
Investor Covenants
Board Rights
Reporting Requirements
Confidentiality
Non-Disclosure
Foreign Investment Compliance
Transfer Restrictions
Exit Rights
Anti-Dilution
Default
Termination
Dispute Resolution
Governing Law
Force Majeure
Notices
Assignment
Amendments
Entire Agreement
Severability
Waiver
Costs and Expenses
Further Assurance
Counterparts
Technology
E-commerce
Healthcare
Financial Services
Education Technology
Clean Technology
Biotechnology
Software as a Service
Manufacturing
Consumer Services
Artificial Intelligence
Renewable Energy
Retail Technology
Agricultural Technology
Legal
Finance
Corporate Development
Compliance
Executive Leadership
Investment
Company Secretarial
Business Development
Risk Management
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Investment Manager
Venture Capital Associate
Corporate Lawyer
Investment Banker
Company Secretary
Legal Counsel
Finance Director
Startup Founder
Managing Director
Business Development Manager
Corporate Development Manager
Compliance Officer
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