August 24, 2023


Investor: _____________
Phone No: ____________
Email: _____________
Address: _____________
Company Name: ________________
Phone No: _____________
Email: ______________
Whereas, the Investor is seeking capital investment the Company and the Company is
willing to provide investment opportunities, therefore the parties agree to bound the
following terms and conditions:

    The Investor will invest $ _______________________in the Company.
    As valuable and good consideration, the Investor will get _ % company
    profits annually.
    Each Party warrants to each of the other parties that:
    3.1 it has the power and authority to enter into and perform its obligations under this
    3.2 when executed, its obligations under this agreement will be binding on it; and
    3.3 execution and delivery of, and performance by it of its obligations under this
    agreement will not result in any breach of applicable law.
    The Company shall maintain the books, records and other documents required by the
    Law. Additionally, the Company agrees to use best efforts to cause the business to be
    conducted in accordance with sound business projects, in a lawful manner, and to
    endeavor to preserve the goodwill of Investors, and other having business relations with
    it. The Company books, records and other documents shall be available to Investor for
    perusal at any time.
    Additionally, the Company shall share quarterly emails of financial reporting with the
    Investor. Upon additional members joining the Company, the Investor will be informed.

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  1. TERM
    The term of the investment period shall commence on ____ and
    terminated on ______________ unless terminated earlier by either party.
    During the term of this Agreement, the Investor may require the directors to focus their
    work activity and all their endeavors in the development of the Company, without having
    any other business activity, unless it is envisaged in this agreement. Additionally, the
    Investor shall exclusively invest with the Company.
    a. Protection of Confidential Information
    The parties may provide each other with confidential information and trade secrets,
    including without limitation, information on their respective organization, business,
    finances, personnel, services, systems, pricing, structure, proprietary products and
    processes, transactions and/or business relations (collectively, the “Information”). The
    term “Information” shall not include (i) information generally available to the public
    through no fault of the other Party, (ii) information which the other Party already had
    knowledge of, or (iii) information which has become part of the public domain through
    no fault of the other Party. Each Party agrees to retain in confidence at all times and to
    require its employees, consultants, professional representatives and agents to retain in
    confidence all information disclosed by the other Party. Each Party shall only use the
    other’s information solely for the purpose of performing obligations under this
    Agreement, and only disclose the Confidential Information on a need-to-know basis.
    Each party shall take all necessary precautions in handling the Confidential Information
    of the other party and limit disclosures on a strict need-to-know basis. Further, the
    receiving Party may disclose information to the extent ordered to be disclosed by
    subpoena, other legal process or requirement of law, after first giving the disclosing
    Party a reasonable opportunity to contest such disclosure requirement.
    b. Injunctive Relief
    Each Party acknowledges and agrees that any use or disclosure of Confidential
    Information by the Party in a manner inconsistent with the provisions of this Agreement
    may cause another Party harm which will not be compensable by monetary damages
    alone and, accordingly, such other Party will, in addition to other available legal or
    equitable remedies, be entitled to seen an immediate injunction restraining the
    disclosing Party from committing or continuing to commit a breach. A Party may avail
    itself of injunctive relief in addition and without prejudice to any other remedies available
    to it.

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c. Survival
This Section will survive the termination of this Agreement.

    During the term of this Agreement and 12 months following the investor’s withdrawal
    from the Company, the Investor shall not directly or indirectly in any manner whatsoever
    without the consent of the Company engage in any capacity with any business or
    company competitive with the Company’s current lines of business. The Investor
    acknowledges that this clause if fair, reasonable and necessary to protect the goodwill
    and interests of the Company.
    If any of the restrictions or obligations contained in this clause is held to be invalid or
    unenforceable but would be valid or enforceable if part of the provision were deleted
    then such restrictions or obligations shall apply with such deletions as may be
    necessary to make them enforceable. In the event of any part of this clause being
    declared invalid or unenforceable by any court of competent jurisdiction, all other parts
    of this clause shall remain in full force and effect and shall not be affected thereby
    If either party to this Agreement is rendered unable, wholly or in part, by reason of a
    Force Majeure Event to perform obligations under this Agreement, then such obligations
    SHALL be suspended to the extent affected by the Force Majeure Event.
    The Parties will attempt to resolve any dispute arising out of or relating to this
    Agreement through negotiation. If the matter is not resolved by negotiation, the parties
    will resolve to mediation. If mediation does not successfully resolve the dispute, the
    parties may seek to resolve the matter through adjudication in courts of competent
    This Agreement represents the entire Agreement between the parties and supersedes
    any previous written or oral agreement. This Agreement is binding on all parties and it
    may be modified at any time, provided there is written consent from both parties.
    The parties agree that if any portion of this Contract is found to be void or
    unenforceable, it shall be struck from the record, and the remaining provisions will retain
    the full force and effect.

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    This Agreement shall be construed and enforced under the laws of

Venue for any action under this Agreement shall lie in any court of competent
jurisdiction in __________.

IN WITNESS WHEREOF, this Agreement is duly executed by the parties or their duly
authorized representatives as set forth below:
Name: ________________
Signature: ___________
Date: _______________
Name: ___________
Signature: ___________
Date: _________________

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