The Equity Commitment Agreement is a crucial document used in Austrian corporate finance transactions where an investor agrees to provide equity funding to a company or project. It is particularly relevant in situations involving significant capital investments, corporate restructurings, or project finance transactions. The agreement needs to comply with Austrian corporate law requirements, including the Austrian Stock Corporation Act (Aktiengesetz) or Limited Liability Companies Act (GmbHG), depending on the corporate form of the recipient entity. The document typically includes detailed provisions on funding mechanics, conditions precedent, representations and warranties, and regulatory compliance requirements. It's essential for securing committed capital while protecting both the investor's and recipient's interests under Austrian law.
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1. Parties: Identification of all parties to the agreement, including the investor(s) making the equity commitment and the recipient entity
2. Background: Context of the transaction, including the purpose of the equity commitment and relevant corporate background
3. Definitions: Definitions of key terms used throughout the agreement
4. Equity Commitment: Core terms of the commitment, including amount, form, and timing of the equity investment
5. Conditions Precedent: Conditions that must be satisfied before the equity commitment becomes effective
6. Funding Mechanics: Detailed procedures for how and when the equity commitment will be funded
7. Representations and Warranties: Key statements of fact and assurances from both parties
8. Covenants: Ongoing obligations of the parties during the term of the agreement
9. Term and Termination: Duration of the commitment and circumstances under which it may be terminated
10. Confidentiality: Provisions regarding the protection of confidential information
11. Notices: Procedures for formal communications between parties
12. Governing Law and Jurisdiction: Specification of Austrian law as governing law and jurisdiction for disputes
13. Miscellaneous: Standard boilerplate provisions including severability, entire agreement, and amendments
1. Security: Required when the equity commitment needs to be secured by other assets or guarantees
2. Regulatory Compliance: Needed when the transaction requires specific regulatory approvals or compliance measures
3. Co-Investor Provisions: Include when multiple investors are involved in the equity commitment
4. Tax Matters: Add when specific tax structuring or considerations need to be addressed
5. Foreign Investment Provisions: Required when involving non-Austrian investors and cross-border elements
6. Step-In Rights: Include when investors need the right to take control under specific circumstances
7. Anti-Dilution Protection: Add when investors require protection against future dilution of their investment
1. Schedule 1 - Investment Amount and Timeline: Detailed breakdown of the commitment amount and funding schedule
2. Schedule 2 - Form of Drawdown Notice: Template for requesting funds under the commitment
3. Schedule 3 - Corporate Information: Details of the recipient entity's corporate structure and capitalization
4. Schedule 4 - Conditions Precedent Documents: List of required documents and conditions to be satisfied
5. Schedule 5 - Required Regulatory Approvals: List of necessary regulatory approvals and their status
6. Appendix A - Shareholders' Agreement Terms: Key terms to be included in the shareholders' agreement upon investment
7. Appendix B - Corporate Resolutions: Required corporate authorizations and resolutions
8. Appendix C - Compliance Certificates: Forms of compliance certificates required under the agreement
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