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Private Placement Agreement
"Need a Private Placement Agreement for our Singapore-based fintech startup to raise Series B funding of USD 10M from three institutional investors in March 2025, with specific focus on information rights and anti-dilution protection."
1. Parties: Identification of the issuer and subscribers
2. Background: Context of the private placement and company information
3. Definitions: Key terms used throughout the agreement
4. Subscription Details: Number, class, and price of securities being offered
5. Representations and Warranties: Statements of fact and assurances from both parties
6. Closing Conditions: Requirements to be met before completion
7. Transfer Restrictions: Limitations on transfer of securities
1. Tag-Along Rights: Used when minority investors need protection in case of majority stake sale
2. Anti-Dilution Protection: Include when investors require protection against future down rounds
3. Board Representation: When investors require board seats
4. Information Rights: When investors require specific reporting rights
1. Subscription Form: Form for investors to complete subscription details
2. Company Information: Details of company structure, financials, and business
3. Investor Qualification Form: Documentation of investor accreditation status
4. Risk Factors: Detailed disclosure of investment risks
5. Shareholders' Agreement: If referenced in main agreement
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