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Equity Financing Agreement
"I need an Equity Financing Agreement under Singapore law for a Series A investment of SGD 5 million into my technology startup, with standard anti-dilution and tag-along rights, to be completed by March 2025."
1. Parties: Identification and details of the investor(s) and company
2. Background: Context of the investment and company's current status
3. Definitions: Key terms used throughout the agreement
4. Investment Terms: Amount, valuation, and share class details
5. Conditions Precedent: Prerequisites before investment completion
6. Completion Mechanics: Process and timing of investment completion
7. Warranties and Representations: Standard company and investor warranties
8. Governing Law and Jurisdiction: Specification of Singapore law and courts
1. Anti-dilution Protection: Protection mechanisms against future down rounds, typically requested by sophisticated investors
2. Tag-Along Rights: Provisions allowing minority investors to join in the sale of shares on same terms as majority shareholders
3. Drag-Along Rights: Provisions allowing majority shareholders to force minority shareholders to join in a sale
4. Board Appointment Rights: Rights for significant investors to appoint directors to the company board
1. Cap Table: Pre and post-investment shareholding structure showing all shareholders
2. Warranties: Detailed list of company warranties and representations
3. Conditions Precedent Checklist: Comprehensive list of required conditions and their completion status
4. Form of Share Certificate: Template for new share certificates to be issued
5. Board Resolutions: Template or copies of required corporate approvals
6. Disclosure Letter: Document detailing exceptions to warranties and representations
Authors
Affiliates
Anti-dilution Rights
Board
Business Day
Completion
Completion Date
Conditions Precedent
Confidential Information
Consideration
Conversion Rights
Director
Disclosed
Disclosure Letter
Encumbrance
Equity Securities
Existing Shareholders
Financial Year
Fully Diluted Share Capital
Group
Investment Amount
Investor Shares
Material Adverse Change
New Shares
Ordinary Shares
Pre-Money Valuation
Post-Money Valuation
Preference Shares
Prohibited Transfer
Related Corporation
Relevant Securities
Reserved Matters
Share Capital
Shareholders Agreement
Subscription Price
Tag-Along Rights
Transaction Documents
Transfer
Warranties
Working Capital
Investment Amount
Share Price and Valuation
Conditions Precedent
Completion
Warranties and Representations
Anti-dilution Protection
Pre-emptive Rights
Tag-Along Rights
Drag-Along Rights
Board Composition
Reserved Matters
Information Rights
Confidentiality
Non-competition
Share Transfer Restrictions
Exit Rights
Put and Call Options
Dividend Rights
Liquidation Preference
Conversion Rights
Registration Rights
Restrictive Covenants
Amendments
Assignment
Notices
Costs and Expenses
Governing Law
Dispute Resolution
Force Majeure
Termination
Entire Agreement
Severability
Further Assurance
Counterparts
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