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Investment Subscription Agreement
"I need an Investment Subscription Agreement for our Series A funding round where we're raising $5 million from three venture capital firms, with specific provisions for board representation and information rights, to be completed by March 2025."
1. Parties: Identification of the issuer/company and the subscriber/investor
2. Background: Context of the investment offering and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Subscription for Securities: Details of the securities being subscribed for, including price and quantity
5. Payment Terms: Method and timing of payment for the securities
6. Representations and Warranties of the Investor: Investor's confirmations regarding accredited status, investment experience, etc.
7. Representations and Warranties of the Company: Company's confirmations regarding authority, compliance, etc.
8. Closing Conditions: Conditions that must be met before the investment can close
9. Governing Law: Jurisdiction and applicable law
1. Registration Rights: Rights regarding future registration of securities for public trading
2. Tag-Along Rights: Right to participate in future sales of securities on same terms as majority shareholders
3. Pre-emptive Rights: Right to maintain ownership percentage in future offerings to prevent dilution
4. Information Rights: Rights to receive financial and other company information on an ongoing basis
1. Schedule A - Investor Questionnaire: Form to verify accredited investor status and investment suitability
2. Schedule B - Risk Factors: Detailed description of investment risks and considerations
3. Schedule C - Company Information: Corporate documents, financial statements, and capitalization table
4. Schedule D - Form of Securities: Terms and conditions of the specific securities being issued
5. Schedule E - Wire Transfer Instructions: Banking details for investment funds transfer
6. Schedule F - Required Regulatory Notices: State-specific securities notices and disclaimers
Authors
Agreement
Applicable Law
Business Day
Closing
Closing Date
Company
Consideration
Disclosure Documents
Effective Date
Exchange Act
GAAP
Governing Documents
Governmental Authority
Investment Amount
Investor
Material Adverse Effect
Offering
Person
Purchase Price
Registration Rights
Restricted Securities
SEC
Securities
Securities Act
Shares
Subscription
Subsidiary
Transaction Documents
Transfer
Payment Terms
Representations and Warranties
Closing Conditions
Investment Restrictions
Transfer Restrictions
Registration Rights
Information Rights
Confidentiality
Tag-Along Rights
Drag-Along Rights
Pre-emptive Rights
Anti-dilution Protection
Board Rights
Voting Rights
Dividend Rights
Exit Rights
Compliance with Securities Laws
Due Diligence
Indemnification
Amendment and Waiver
Notices
Assignment
Severability
Governing Law
Dispute Resolution
Entire Agreement
Force Majeure
Termination
Survival
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