6
PLAYBOOK TEMPLATES

Investment Subscription Agreement

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.

Security & Collateral

Why This Matters: Properly structured security mitigates credit risk and enhances recovery prospects in default. Clear perfection and enforcement rules reduce legal challenges and delays in realizing collateral value.

Negotiation strategy

If you're the Company:

Ensure that the security interest is properly perfected and enforceable. Require the Borrower to provide regular updates on the status and valuation of the collateral.

If you're the Investor:

Negotiate for reasonable valuation and release conditions. Ensure that the obligations are clearly defined to avoid over-collateralization.

Essential elements

1

Security Interest Creation

Establishes the security interest.
2

Perfection of Security Interest

Details steps for perfection.
3

Valuation of Collateral

Determines collateral's market value.

Action framework

ACCEPT

Propose edits if the clause lacks clarity on perfection or valuation processes.

EDIT

Reject if the clause fails to provide enforceability or remedies.

ADD

Add language if security interest or collateral terms are missing.

PRO TIP

Always verify jurisdiction-specific requirements for perfection and enforcement to ensure compliance.

Example clauses

FAVORABLE

Comprehensive Security Clause

"The Borrower hereby grants to the Lender a security interest in all of the Borrower's right, title, and interest in and to the Collateral, whether now owned or hereafter acquired, and wherever located, to secure the payment and performance of the Obligations."
NEUTRAL

Basic Security Interest

"The Borrower grants a security interest in the Collateral to secure obligations."
UNFAVORABLE

Incomplete Security Terms

"The Borrower may provide collateral as deemed necessary."

Fallbacks

Cross-Border Transactions

In cross-border transactions, ensure compliance with international laws and consider additional documentation for enforceability.

High-Value Assets

For high-value assets, require independent appraisals and regular revaluations to maintain adequate security coverage.

Rapidly Depreciating Assets

For assets that depreciate quickly, include provisions for periodic updates and adjustments to the security interest.
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