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1. Parties: Identifies and provides full details of all parties to the agreement, including their legal status and registration details
2. Background: Provides context for the investment agreement, including the purpose and intentions of the parties
3. Definitions: Defines key terms used throughout the agreement to ensure clarity and prevent misinterpretation
4. Investment Structure: Details the form and nature of the investment, including amount, type (equity, debt, etc.), and any phases or tranches
5. Payment Terms: Specifies the timing, method, and conditions for investment payments or disbursements
6. Representations and Warranties: Contains statements of fact and assurances from both parties regarding their capacity, authority, and compliance with laws
7. Conditions Precedent: Lists conditions that must be satisfied before the investment becomes effective
8. Rights and Obligations: Details the specific rights and responsibilities of each party under the agreement
9. Regulatory Compliance: Addresses compliance with Philippine investment laws, including foreign ownership restrictions and reporting requirements
10. Term and Termination: Specifies the duration of the agreement and circumstances under which it can be terminated
11. Governing Law and Dispute Resolution: Specifies Philippine law as governing law and outlines dispute resolution procedures
12. Miscellaneous Provisions: Contains standard boilerplate clauses including notices, amendments, and severability
13. Execution: Formal signing section with signature blocks for all parties
1. Anti-Dilution Protection: Protects investor's ownership percentage in case of future share issuances, relevant for equity investments
2. Tag-Along Rights: Gives investor right to join in sale of shares by other shareholders, important for minority investors
3. Drag-Along Rights: Allows majority shareholders to force minority shareholders to join in sale of company
4. Board Representation: Details investor's rights to board seats or observer rights, relevant for significant investments
5. Information Rights: Specifies financial and operational information investor is entitled to receive
6. Pre-emptive Rights: Gives investor right to participate in future funding rounds
7. Exit Provisions: Details mechanisms for investor exit, including IPO or sale provisions
8. Performance Targets: Specifies business performance metrics and consequences of missing targets
9. Security Arrangements: Details any collateral or security provided for the investment, relevant for secured investments
1. Investment Schedule: Detailed breakdown of investment amounts, timing, and any conditions for each tranche
2. Corporate Documents: Copies of relevant corporate documents, certificates, and registrations
3. Financial Statements: Recent financial statements and projections of the investment target
4. Shareholder Structure: Current and post-investment shareholding structure, including cap table
5. Business Plan: Detailed business plan and use of investment proceeds
6. Regulatory Approvals: List and copies of required regulatory approvals and permits
7. Due Diligence Findings: Summary of key due diligence findings and any required remedial actions
8. Compliance Certificates: Relevant tax compliance and regulatory certificates
Technology
Manufacturing
Real Estate
Financial Services
Agriculture
Renewable Energy
Infrastructure
Healthcare
Retail
Tourism
Mining
Transportation
Education
Business Process Outsourcing
Telecommunications
Legal
Finance
Corporate Development
Investment
Compliance
Risk Management
Executive Leadership
Board Secretariat
Corporate Affairs
Business Development
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Investment Director
Corporate Lawyer
Investment Manager
Business Development Manager
Corporate Secretary
Compliance Officer
Managing Director
Finance Director
Legal Counsel
Investment Analyst
Board Member
Risk Manager
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