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Investment Framework Agreement
"Need an Investment Framework Agreement for a Singapore-based tech company planning to invest USD 50 million in stages into our Indonesian e-commerce business starting March 2025, with provisions for local partnership requirements and potential future funding rounds."
1. Parties: Identification of the investor(s) and investee(s), including registration details and addresses
2. Background: Context of the investment framework agreement, including the parties' intentions and general investment objectives
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Investment Framework: Overview of the investment structure, principles, and general terms
5. Investment Process: Procedures and mechanisms for making investments under the framework
6. Conditions Precedent: Prerequisites and conditions that must be satisfied before investments can proceed
7. Representations and Warranties: Statements of fact and assurances from each party
8. Covenants: Ongoing obligations and commitments of the parties
9. Regulatory Compliance: Compliance requirements under Indonesian law, including investment and foreign ownership regulations
10. Governance: Decision-making processes and management provisions
11. Confidentiality: Provisions regarding the protection and handling of confidential information
12. Term and Termination: Duration of the agreement and circumstances for termination
13. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and governing law
14. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Multiple Investment Rounds: Provisions for phased or multiple investment tranches, used when investments will be made in stages
2. Currency and Exchange: Specific provisions for handling foreign currency transactions and exchange rate mechanisms, needed for cross-border investments
3. Sector-Specific Provisions: Special terms relating to specific industry sectors, required when investments target particular industries
4. Technical Assistance: Provisions for technical support or knowledge transfer, relevant when investor provides operational expertise
5. Anti-dilution Protection: Mechanisms to protect investor's ownership percentage, important for minority investors
6. Exit Mechanisms: Detailed provisions for investor exit options, important for private equity or venture capital investments
7. Local Partnership Requirements: Provisions addressing Indonesian local partnership requirements, needed for restricted sectors
1. Investment Terms: Detailed terms and conditions for investments, including valuation principles and investment limits
2. Required Approvals: List of regulatory and corporate approvals required for investments
3. Compliance Checklist: Detailed requirements for Indonesian investment law compliance
4. Form of Investment Notice: Template for formal investment notifications under the framework
5. Corporate Information: Details of corporate structure, ownership, and relevant corporate documents
6. Initial Business Plan: Overview of intended investment strategy and business objectives
7. Reserved Matters: List of decisions requiring special approval or consensus
8. Form of Accession Deed: Template for additional parties joining the framework agreement
Authors
Agreed Form
Applicable Law
BKPM
Business Day
Business Plan
Closing
Closing Date
Completion
Confidential Information
Control
Deed of Adherence
Definitive Agreements
Dispute
Effective Date
Encumbrance
Event of Default
Exercise Notice
Fair Market Value
Financial Year
Foreign Investment
Governing Law
Group
Indonesian GAAP
Investment
Investment Amount
Investment Committee
Investment Notice
Investment Period
Investment Vehicle
Investor Consent
Key Performance Indicators
Local Partner
Material Adverse Effect
Negative List
New Securities
Notices
Operating License
Party/Parties
Positive Investment List
PT
Regulatory Approvals
Related Party
Reserved Matters
Rupiah
Shareholders
Subsidiary
Tag-Along Rights
Target Company
Territory
Transaction Documents
Transfer
Valuation
Working Day
Definitions
Investment Structure
Investment Process
Conditions Precedent
Completion Mechanics
Representations and Warranties
Investor Rights
Reserved Matters
Corporate Governance
Board Composition
Regulatory Compliance
Foreign Investment Restrictions
Local Partnership Requirements
Share Transfer Restrictions
Pre-emptive Rights
Tag-Along Rights
Drag-Along Rights
Anti-dilution Protection
Information Rights
Reporting Requirements
Confidentiality
Non-Competition
Non-Solicitation
Indemnification
Force Majeure
Event of Default
Termination
Dispute Resolution
Governing Law
Notices
Assignment
Amendment
Severability
Entire Agreement
Further Assurance
Costs and Expenses
Counterparts
Technology
Manufacturing
Infrastructure
Renewable Energy
Healthcare
Financial Services
Agriculture
Mining and Natural Resources
Education
Tourism and Hospitality
E-commerce
Transportation and Logistics
Legal
Finance
Investment
Compliance
Corporate Development
Risk Management
Strategy
Operations
Board of Directors
Executive Committee
Investment Committee
Chief Executive Officer
Chief Financial Officer
Investment Director
Legal Counsel
Corporate Secretary
Investment Manager
Compliance Officer
Business Development Director
Managing Partner
Finance Director
Strategy Director
Operations Director
Risk Manager
Board Member
Investment Committee Member
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