THIS AGREEMENT is made on this ______ day of _______________ 2022 BETWEEN _______________________ (hereinafter referred to as the “Company” ) registered in Singapore with registered number _______________ and having its registered office at _______________ on one part and __________________________ (hereinafter referred to as the “Investors” and individually an “Investor”) on the other part.

WHEREAS the Company has invited the Investor (s) to invest in the Company (hereinafter referred to as the “Investment”) on the terms and conditions set out in this Agreement; and

WHEREAS the Investor (s) are/is willing to make the Investment on the terms and conditions set out in this Agreement. 

NOW THEREFORE IT IS AGREED by the parties as follows:- 

  1. Investment.

The parties herein agree that each Investment will be 10,000 sgd, accompanied by 1,000 sgd worth of vouchers, with each voucher only being used if the spending is more than 150 sgd.

The investment amount shall be towards the Company’s business of selling bouquets of flowers.

  1. Return.

The Company guarantees a return on 10% of the investment sum of each Investor (s).

  1. Term.

The Investment shall be for one year unless otherwise terminated in accordance with the terms of this Agreement.

  1. Confidentiality.

No party to this Agreement shall, with the prior written consent of the other party, make any announcement concerning or otherwise disclose or divulge any information concerning any of the terms and conditions of this Agreement except if the confidential information is required by law or by any appropriate regulatory authority.

The parties agree that the confidential clause will remain enforceable even after three years of termination of this Agreement.

  1. Warranties.

The Company warrants that it has the authority to enter into this Agreement. The Board of Directors has passed the necessary resolutions giving the Company the authority and power to do so.

The Investor (s) warrants that it will not fail to provide the agreed Investment on time to the Company and can enter this Agreement which is done willingly.

The Company warrants that it will do everything in its favor to make sure the Investor (s) gets its returns under this Agreement.

  1. Financial Information.

The Investor(s) have the right to request access to the Company’s accounts for inspection, including but not be limited to business plans, budgets, and management accounts.

The request shall be made within a reasonable time, and the Company has the obligation and duty to provide the requested documentation.

  1. Expenses.

Each party shall bear its costs and expenses in relation to the negotiation, preparation, and completion of this Agreement and all other documents. 

  1. Conflict resolutions.

In case of a dispute or conflict between the parties, the same shall proceed to litigation within the agreed and acknowledged jurisdiction of the Republic of Singapore.

Each party shall bear the legal costs of the litigations. 

  1. Default.

In the event of a default by either party on the fulfillment of the obligations under this Agreement, the affected party shall issue a written notice to the defaulting party to rectify the same within 14 days, failure of which the aggrieved party is at liberty to pursue legal action against the defaulting party.

The investor(s) has the remedy of getting the full refund of the investment from the Company without interest if the same is withdrawn before the expiry of the one-year term. 

  1. Non-Compete.

The investor(s) shall not without the prior written consent of the Company directly or indirectly at any time while being an investor(s) and during the Restricted Period engage or be concerned or interested in any capacity with any business concern which within the Relevant Area competes, or will compete, or is likely to compete with the business of the Company.

  1. Severability.

In the event, a court of competent jurisdiction declares any term or provision of this Agreement to be invalid or unenforceable, this Agreement will remain in full force and effect the invalid or unenforceable provision(s) will be modified to the minimum extent necessary to make such provision(s) valid and enforceable; or the said provision shall be severed from the Agreement.

  1. Waiver.

The waiver by either party of the breach of any covenant or provision in this Agreement shall not operate or be construed as a waiver of any future or subsequent breach by either of the Parties.

  1. Amendments.

No amendment or variation to this Agreement shall be effective unless it is in writing and signed by or on behalf of each party. 

  1. Entire Agreement.

Except as set out herein, this Agreement supersedes any prior written or oral agreements involving the parties herein.

  1. Governing law.

This Agreement shall be governed and construed according to the Republic of Singapore laws.

IN WITNESS WHEREOF, this Agreement has been executed by the parties herein; –

Signed by THE COMPANY.

Signature: ____________________

Date: ________________________

Tel: _________________________

Email Address: _________________

Signed by THE INVESTOR(S).

Signature: _____________________

Date: _________________________

Tel: __________________________

Email Address: _________________

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