An Investment Subscription Agreement sets the terms for an investor‚ purchase of securities in a company or fund. This playbook addresses representations, closing conditions, and investor rights under applicable securities laws.
Why This Matters: Well-drafted covenants protect credit quality and business continuity without unduly restricting commercial flexibility. Balancing specificity and flexibility minimizes enforcement disputes and preserves value.
Negotiation strategy
If you're the Company:
Ensure covenants are specific enough to protect business interests but flexible enough to allow for operational adjustments. Negotiate thresholds that align with business operations.
If you're the Investor:
Advocate for covenants that do not overly restrict business activities. Seek exceptions and thresholds that provide operational leeway while maintaining compliance.
Essential elements
1
Compliance with Laws
Adherence to applicable laws.
2
Maintenance of Insurance
Sufficient insurance coverage required.
3
Restriction on Indebtedness
Limits on incurring new debt.
Action framework
ACCEPT
Propose edits when covenants are too restrictive or lack necessary exceptions.
EDIT
Reject clauses that impose unreasonable restrictions or lack flexibility.
ADD
Add language to address specific operational needs or industry risks.
PRO TIP
Always ensure covenants are aligned with strategic business objectives and industry standards.
Example clauses
FAVORABLE
Preferred Compliance Clause
"The Party shall comply with all applicable laws, regulations, and ordinances in the performance of its obligations under this Agreement."
NEUTRAL
Fallback Compliance Clause
"The Party shall use reasonable efforts to comply with applicable laws, regulations, and ordinances."
UNFAVORABLE
Overly Restrictive Covenant
"The Party shall not engage in any activities outside the scope of this Agreement without prior written consent."
Fallbacks
High-Risk Industries
In high-risk industries, require more stringent covenants and lower thresholds for exceptions to address specific risks and regulatory requirements.
Cross-Border Transactions
Include additional covenants addressing international compliance and currency risks for cross-border transactions.
Start-Up Ventures
For start-ups, allow greater flexibility in covenants to accommodate rapid growth and changing business models.
FEATURED SOLUTIONS
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Turn your contracts into structured insights. With Repository AI, DocJuris analyzes every imported agreement—so you always know what’s expiring, auto-renewing, or exposing risk. Total visibility, zero guesswork.
Unlike complex CLMs with long implementations and steep learning curves, DocJuris is built for speed and simplicity. We integrate with your workflow—whether connecting to a CLM or uploading agreements manually—so you're up and running in days, not months.
WEEK 1
CLM Readiness and Design
Our CX team works with you to understand your contracting challenges, prioritize key workflows, and identify the biggest impact areas. We build a tailored implementation plan that fits your needs.
WEEK 2
Install Module
We connect DocJuris to your contract repositories, set up admin and user accounts, and ensure your environment is ready for success.
WEEK 3
Deliver & Test
Your team builds initial playbooks, reviews existing clause libraries, and trains the DocJuris agent to align with your internal standards and negotiation positions.
WEEK 4
Launch
We support you in rolling out DocJuris to a pilot group or your full organization—with launch materials, training, and hands-on support to drive adoption from day one.
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DocJuris is not a law firm or a substitute for an attorney or law firm. We cannot provide any kind of advice, explanation, opinion, or recommendation about possible legal rights, remedies, defenses, options,selection of forms or strategies.