The Restaurant Investment Agreement is essential when securing external investment for restaurant ventures in England and Wales. This document is particularly crucial in the hospitality sector where capital requirements can be substantial and clear investment terms are necessary. The agreement covers critical aspects including investment amount, equity distribution, voting rights, management participation, and exit strategies. It provides legal protection for all parties while ensuring compliance with UK company law and financial regulations. This type of agreement is commonly used for both new restaurant ventures and expansion of existing operations.
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1. 1. Parties: Details of the investors and restaurant owners/operators entering into the agreement
2. 2. Background: Context of the investment and brief description of the restaurant business
3. 3. Definitions: Key terms used throughout the agreement including defined business, financial and legal terminology
4. 4. Investment Terms: Details of investment amount, payment schedule, and form of investment (equity, debt, or hybrid)
5. 5. Shareholding Structure: Distribution of shares, classes of shares, and ownership rights post-investment
6. 6. Management Rights: Decision-making powers, board composition, and control provisions
7. 7. Financial Reporting: Requirements for financial statements, reporting periods, and audit rights
8. 8. Business Operations: Key operational requirements, standards, and compliance obligations
9. 9. Exit Provisions: Terms for selling shares, exit mechanisms, and valuation methods
10. 10. Representations and Warranties: Statements of fact and assurances from both parties
11. 11. Governing Law and Jurisdiction: Confirmation of applicable law and courts having jurisdiction
1. Tag-Along Rights: Rights of minority shareholders to join in the sale of majority stake
2. Drag-Along Rights: Rights of majority shareholders to force minority shareholders to join in sale
3. Intellectual Property Rights: Provisions for protection of restaurant concept, branding, recipes, and other IP
4. Non-Compete Provisions: Restrictions on competing businesses and protection of business interests
5. Future Funding Rounds: Provisions for additional investment rounds and anti-dilution protection
6. Property Matters: Specific provisions relating to restaurant premises and property rights
1. Schedule 1 - Business Plan: Detailed business plan including financial projections and growth strategy
2. Schedule 2 - Property Details: Information about restaurant premises, lease arrangements, and related agreements
3. Schedule 3 - Key Personnel: Details of management team and key staff members
4. Schedule 4 - Share Capital Table: Detailed breakdown of shareholding structure pre and post-investment
5. Schedule 5 - Licenses and Permits: Copies of all operational licenses, permits, and regulatory approvals
6. Schedule 6 - Existing Agreements: List and copies of material contracts affecting the business
7. Schedule 7 - Completion Requirements: List of conditions and documents required for completion of the investment
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