The Note And Warrant Purchase Agreement is a crucial financing document used when companies seek to raise capital through a hybrid instrument that offers both debt and equity features. It is particularly relevant in Singapore's dynamic business environment, where companies need flexible financing options. The agreement details the terms of the note purchase, warrant coverage, conversion rights, and investor protections, all while ensuring compliance with Singapore's regulatory framework. This document is commonly employed in growth-stage financing rounds where investors seek the security of debt with potential equity upside.
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1. Parties: Identification of the company issuing notes/warrants and the purchaser(s)
2. Background: Context of the transaction and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Purchase and Sale: Terms of the note and warrant purchase, including price and quantity
5. Closing Conditions: Prerequisites for completing the transaction
6. Representations and Warranties: Statements of fact by both parties
7. Covenants: Ongoing obligations of the parties
8. Events of Default: Circumstances constituting default and consequences
9. Remedies: Rights and remedies available to parties in case of default or breach
10. Miscellaneous: Standard boilerplate provisions including governing law, notices, and amendments
1. Registration Rights: Rights regarding registration of securities when public offering is contemplated
2. Board Observation Rights: Investor rights to observe board meetings, typically for significant investments
3. Tag-Along Rights: Co-sale rights for investors when requested by major investors
4. Information Rights: Investor rights to receive financial and other company information
5. Participation Rights: Rights to participate in future financing rounds
1. Form of Note: Template of the actual promissory note
2. Form of Warrant: Template of the warrant certificate
3. Capitalization Table: Current and post-investment capital structure
4. Disclosure Schedule: Exceptions to representations and warranties
5. Investment Terms: Detailed terms of the investment including pricing and exercise periods
6. Corporate Resolutions: Board and/or shareholder resolutions authorizing the transaction
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