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Investment Commitment Agreement
"I need an Investment Commitment Agreement under Belgian law for a Series A venture capital investment of €5 million into a biotech startup, with multiple closing dates throughout 2025 and specific provisions for intellectual property protection."
1. Parties: Identification of the investor(s) and investee company, including registration details and addresses
2. Background: Context of the investment, brief description of the business, and purpose of the agreement
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation
4. Investment Commitment: Details of the investment amount, form of investment (equity/debt), and payment terms
5. Conditions Precedent: Conditions that must be satisfied before the investment obligation becomes binding
6. Closing: Process and requirements for completing the investment transaction
7. Representations and Warranties: Statements of fact and assurances from both parties
8. Covenants: Ongoing obligations of the parties, including company operations and investor rights
9. Information Rights: Investor's rights to receive financial and operational information
10. Transfer Restrictions: Limitations on the transfer of shares or investment instruments
11. Events of Default: Circumstances constituting breach and corresponding remedies
12. Termination: Circumstances under which the agreement can be terminated and consequences
13. Confidentiality: Obligations regarding confidential information
14. Notices: Process and requirements for formal communications between parties
15. General Provisions: Standard legal provisions including governing law, jurisdiction, and entire agreement
1. Anti-dilution Protection: Provisions protecting investor from dilution in future funding rounds - used when dealing with equity investments
2. Tag-Along Rights: Rights allowing investor to join in sale of shares by other shareholders - relevant for minority investments
3. Drag-Along Rights: Rights forcing minority shareholders to join in sale of company - relevant for majority investments
4. Board Representation: Rights of investor to appoint board members - used for significant investments
5. Regulatory Compliance: Specific provisions addressing regulatory requirements - needed when investment triggers regulatory oversight
6. Multiple Closing Provisions: Structure for multiple investment tranches - used for staged investments
7. Exit Rights: Specific provisions regarding exit mechanisms - important for private equity or venture capital investments
8. Competing Investments: Restrictions on investor's ability to invest in competing businesses - relevant for strategic investors
1. Schedule 1 - Investment Details: Detailed breakdown of investment amount, valuation, and resulting ownership structure
2. Schedule 2 - Conditions Precedent: Detailed list of all conditions that must be satisfied before closing
3. Schedule 3 - Warranties: Comprehensive list of company warranties
4. Schedule 4 - Company Information: Key company information including capital structure and material contracts
5. Schedule 5 - Form of Legal Opinions: Template legal opinions required for closing
6. Schedule 6 - Closing Checklist: List of all documents and actions required for closing
7. Schedule 7 - Corporate Governance: Detailed governance provisions including board composition and reserved matters
8. Appendix A - Form of Shareholder Resolution: Template shareholder resolutions required for the investment
9. Appendix B - Form of Board Resolution: Template board resolutions required for the investment
Authors
Agreement
Anti-Dilution Rights
Applicable Law
Board
Business Day
Business Plan
Closing
Closing Date
Company
Completion
Conditions Precedent
Confidential Information
Consideration
Control
Corporate Documents
Deed of Adherence
Disclosed Information
Effective Date
Encumbrance
Event of Default
Exercise Period
Exit Event
Financial Statements
Financial Year
FSMA
Governing Law
Group
Holding Company
Investment Amount
Investment Period
Investment Securities
Investor
Key Employees
Long Stop Date
Material Adverse Change
Material Contract
Notice
Parties
Permitted Transferee
Pre-emption Rights
Purchase Price
Related Party
Relevant Securities
Reserved Matters
Shareholders
Shareholders' Agreement
Shares
Subscription Price
Subsidiary
Tag-Along Rights
Target Company
Transaction Documents
Transfer
Valuation
Warranties
Share Subscription
Payment Terms
Conditions Precedent
Representations and Warranties
Pre-Completion Obligations
Completion Mechanics
Anti-Dilution Protection
Board Representation
Information Rights
Tag-Along Rights
Drag-Along Rights
Pre-emption Rights
Transfer Restrictions
Reserved Matters
Corporate Governance
Confidentiality
Non-Competition
Non-Solicitation
Regulatory Compliance
Anti-Money Laundering
Event of Default
Termination Rights
Exit Rights
Force Majeure
Indemnification
Assignment
Amendments
Notices
Governing Law
Dispute Resolution
Entire Agreement
Severability
Costs and Expenses
Further Assurance
Counterparts
Technology
Financial Services
Real Estate
Healthcare
Manufacturing
Energy
Infrastructure
Telecommunications
Life Sciences
Consumer Goods
Professional Services
Clean Technology
E-commerce
Software
Biotechnology
Legal
Finance
Corporate Development
Investment
Risk Management
Compliance
Treasury
Corporate Strategy
Due Diligence
Business Development
Chief Executive Officer
Chief Financial Officer
Investment Director
Legal Counsel
Corporate Development Manager
Investment Manager
Finance Director
General Counsel
Business Development Director
Portfolio Manager
Investment Analyst
Corporate Attorney
Managing Partner
Transaction Manager
Risk Manager
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