Investment Agreement Sample Contracts

ZAIS Group Holdings, Inc. – Investment Agreement by and Among Zais Group Parent, Llc, Z Acquisition Llc, And, Solely for the Purposes of Section 4.02 Hereof, Christian Zugel Dated as of January 11, 2018 Investment Agreement (January 12th, 2018)

THIS INVESTMENT AGREEMENT (this "Agreement"), dated as of January 11, 2018, is entered into by and among (i) ZAIS Group Parent, LLC, a Delaware limited liability company (the "Company"), and (ii) Z Acquisition LLC, a Delaware limited liability company ("Parent" and, together with the Company, each a "Party" and collectively the "Parties") of which Christian Zugel ("Zugel") is the sole managing member, and (iii) Zugel, solely for the purposes of Section 4.02. Unless otherwise defined herein, capitalized terms shall have the meanings ascribed to them in that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of the date hereof, by and among ZAIS Group Holdings, Inc., a Delaware corporation and the Company's parent entity and managing member ("ZGH"); ZGH Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of ZGH ("Merger Sub"); and Parent.

Iron Horse Acquisition Corp. – Co-Investment Agreement (January 12th, 2018)

THIS CO-INVESTMENT AGREEMENT is entered into as of , 2018, between Cerberus Capital Management, L.P. (CCM), Iron Horse Acquisition Corp., a Cayman Islands exempted company (the Company), and, solely for the purposes of Section 3(b) and Section 3(d) hereof, Cerberus Iron Horse Holdings, LLC, a Delaware limited liability company (the Sponsor). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in Section 1.

ZAIS Group Holdings, Inc. – Investment Agreement by and Among Zais Group Parent, Llc, Z Acquisition Llc, And, Solely for the Purposes of Section 4.02 Hereof, Christian Zugel Dated as of January 11, 2018 Investment Agreement (January 12th, 2018)

THIS INVESTMENT AGREEMENT (this "Agreement"), dated as of January 11, 2018, is entered into by and among (i) ZAIS Group Parent, LLC, a Delaware limited liability company (the "Company"), and (ii) Z Acquisition LLC, a Delaware limited liability company ("Parent" and, together with the Company, each a "Party" and collectively the "Parties") of which Christian Zugel ("Zugel") is the sole managing member, and (iii) Zugel, solely for the purposes of Section 4.02. Unless otherwise defined herein, capitalized terms shall have the meanings ascribed to them in that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of the date hereof, by and among ZAIS Group Holdings, Inc., a Delaware corporation and the Company's parent entity and managing member ("ZGH"); ZGH Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of ZGH ("Merger Sub"); and Parent.

Car Charging Group – Amendment #2 to Lockup, Conversion, and Additional Investment Agreement (January 10th, 2018)

This Amendment #2 to the Lockup, Conversion, and Additional Investment Agreement, dated January 4, 2018 (this "Second Amendment"), is by and between Blink Charging Co. (f/k/a Car Charging Group, Inc.), a Nevada corporation (the "Issuer") and JMJ Financial (the "Investor") (referred to collectively herein as the "Parties").

Tfi Tab Gida Yatirimlari A.S. – JOINT VENTURE AND INVESTMENT AGREEMENT Relating to the Burger King Business in China (December 29th, 2017)
Car Charging Group – AMENDMENT #1 TO LOCKUP, CONVERSION, AND ADDITIONAL INVESTMENT AGREEMENT Addendum to the Transaction Documents Dated October 7, 2016 (December 8th, 2017)

This Amendment #1 to the Lockup, Conversion, and Additional Investment Agreement, dated November 29, 2017 (this "Amendment"), is by and between Blink Charging Co. (f/k/a Car Charging Group, Inc.), a Nevada corporation (the "Issuer") and JMJ Financial (the "Investor") (referred to collectively herein as the "Parties").

Car Charging Group – LOCKUP, CONVERSION, AND ADDITIONAL INVESTMENT AGREEMENT Addendum to the Transaction Documents Dated October 7, 2016 (December 8th, 2017)

This Lockup, Conversion, and Additional Investment Agreement, dated October 23, 2017 (this "Agreement"), is by and between Blink Charging Co. (f/k/a Car Charging Group, Inc.), a Nevada corporation (the "Issuer") and JMJ Financial (the "Investor") (referred to collectively herein as the "Parties").

INVESTMENT AGREEMENT by and Among CORNERSTONE ONDEMAND, INC. And SILVER LAKE CREDIT PARTNERS, L.P. And the Other Parties Named Herein Dated as of November 8, 2017 (December 8th, 2017)

INDENTURE, dated as of [], 2017, between Cornerstone OnDemand, Inc., a Delaware corporation (the Company, as more fully set forth in Section 1.01), and [U.S. Bank National Association], as trustee (the Trustee, as more fully set forth in Section 1.01).

Carvana Co. – INVESTMENT AGREEMENT by and Between CARVANA CO. And DDFS PARTNERSHIP LP Dated as of December 4, 2017 (December 4th, 2017)

INVESTMENT AGREEMENT, dated as of December 4, 2017 (this Agreement), between CARVANA CO., a Delaware corporation (the Company), and DDFS PARTNERSHIP LP, a Delaware limited partnership (the Investor).

CF Corp – Investment Agreement (December 1st, 2017)

INVESTMENT AGREEMENT, dated as of November 30, 2017 (this "Agreement"), between FGL HOLDINGS, a Cayman Islands exempted company (the "Company"), the persons listed on Annex 1 (the "GSO Purchasers") and the persons listed on Annex 2 (the "FNF Purchasers", collectively with the GSO Purchasers, the "Purchasers", and each, a "Purchaser").

Brooklyn Cheesecake & Dessrt – Investment Agreement (November 14th, 2017)

THIS INVESTMENT AGREEMENT dated as of November 7, 2017 (this "Agreement") is made by and between YA II PN, LTD., a Cayman Islands exempt limited partnership (the "Investor"), and MERIDIAN WASTE SOLUTIONS, INC., a company organized under the laws of the State of New York (the "Company").

Rare Element Resources Ltd – Investment Agreement by and Between Rare Element Resources Ltd. And Synchron Dated as of October 2, 2017 (November 13th, 2017)

This INVESTMENT AGREEMENT (this Agreement), is entered into as of October 2, 2017 (the Closing Date) by and between Rare Element Resources Ltd., a company incorporated under the laws of the Province of British Columbia (the Company), and Synchron, a California corporation (the Investor). Each of the Company and Investor are referred to herein as a Party and together as Parties.

Easterly Acquisition Corp. – Amendment No. 1 to the Investment Agreement (November 9th, 2017)

This AMENDMENT NO. 1, dated as of November 8, 2017 (this "Amendment"), to the Investment Agreement, dated as of June 28, 2017 (the "Agreement"), is entered into by and among JH Capital Group Holdings, LLC, a Delaware limited liability company (the "Company"), Jacobsen Credit Holdings, LLC, a Delaware limited liability company and an entity controlled by Douglas Jacobsen ("Jacobsen Holdings"), NJK Holding LLC, a Delaware limited liability company and an entity controlled by Norman Kravetz ("NJK Holding"), Kravetz Capital Funding LLC, a California limited liability company and an entity controlled by Norman Kravetz (together with Jacobsen Holdings and NJK Holding, the "Founding Members"), and Easterly Acquisition Corp., a Delaware corporation ("Investor").

PHI Group, Inc. – Business Cooperation and Investment Agreement (November 8th, 2017)

This Business Cooperation and Investment Agreement ("Agreement") is made as of the 4th day of November, 2017 ("The Effective Date"), by and between: (1) Party A: Suda Lattana Company, a company duly organized and existing under the laws of the Lao People's Democratic Republic, with principal business address at Phonsay, Kaysone, Phomvihane, Savanakhet, Laos, represented by Mrs. Malychan Volachit, its Director, hereinafter referred to as "SLC," and (2) Party B: American Pacific Resources, Inc., a company duly organized and existing under the laws of Wyoming, U.S.A., which is a wholly owned subsidiary of PHI Group, Inc., a U.S. public company originally incorporated in Nevada in 1982 and re-domiciled under the jurisdiction of Wyoming, U.S.A., with principal business offices at 5348 Vegas Drive, # 237, Las Vegas, NV 89108, U.S.A., represented by Mr. Henry D. Fahman, its Chairman and Chief Executive Officer, hereinafter collectively referred to as "APR".

INVESTMENT AGREEMENT by and Among CORNERSTONE ONDEMAND, INC. And SILVER LAKE CREDIT PARTNERS, L.P. And the Other Parties Named Herein Dated as of November 8, 2017 (November 8th, 2017)

INDENTURE, dated as of [], 2017, between Cornerstone OnDemand, Inc., a Delaware corporation (the Company, as more fully set forth in Section 1.01), and [U.S. Bank National Association], as trustee (the Trustee, as more fully set forth in Section 1.01).

Butte Highlands Mining Company, Inc. – Investment Agreement (October 17th, 2017)

This INVESTMENT AGREEMENT (the "Agreement"), dated as of August 24, 2017 (the "Execution Date"), is entered into by and between Ironclad Encryption Corporation (the "Company"), a Nevada corporation, with its principal executive offices at 777 S. Post Oak Lane, Suite 1700, Houston, TX 77056, and Tangiers Global, LLC (the "Investor"), a Wyoming limited liability company, with its principal executive offices at Caribe Plaza Office Building 6th Floor, Palmeras St. #53, San Juan, PR 00901.

Indoor Harvest Corp – Investment Agreement (October 13th, 2017)

This INVESTMENT AGREEMENT (the "Agreement"), dated as of October 12, 2017 (the "Execution Date"), is entered into by and between Indoor Harvest Corp. (the "Company"), a Texas corporation, with its principal executive offices at 5300 East Freeway Suite A, Houston, TX 77020, and Tangiers Global, LLC (the "Investor"), a Wyoming limited liability company, with its principal executive offices at Caribe Plaza Office Building 6th Floor, Palmeras St. #53, San Juan, PR 00901.

Institutional Financial Markets – Investment Agreement (October 5th, 2017)

THIS INVESTMENT AGREEMENT (this Agreement), dated as of September 29, 2017, is entered into by and between Cohen Bros. Financial LLC, a Delaware limited liability company (Investor), and Cohen & Company, LLC, a Delaware limited liability company (the Company). Each of the Company and Investor may be referred to herein as a Party and, together, as the Parties.

Institutional Financial Markets – Investment Agreement (October 5th, 2017)

THIS INVESTMENT AGREEMENT (this Agreement), dated as of September 29, 2017, is entered into by and between The DGC Family Fintech Trust (Investor) and Cohen & Company, LLC, a Delaware limited liability company (the Company). Each of the Company and Investor may be referred to herein as a Party and, together, as the Parties.

Applied Minerals – Investment Agreement (October 4th, 2017)

This INVESTMENT AGREEMENT (this "Agreement"), dated as of this ___ day of August, 2017, is entered into by and among Applied Minerals, Inc., a Delaware corporation (the "Issuer"), and (the "Investor"). Each of the Issuer, on the one hand, and the Investor, on the other hand, may be referred to herein individually as a "Party" or collectively as the "Parties."

S&W Seed Company – Investment Agreement (October 4th, 2017)

THIS INVESTMENT AGREEMENT (this "Agreement"), dated as of October 3, 2017, is made by and between S&W Seed Company, a Nevada corporation (the "Company"), and MFP Partners, L.P., a Delaware limited partnership (the "Investor").

Investment Agreement (October 4th, 2017)

THIS INVESTMENT AGREEMENT is entered into as of the 4th day of October 2017 this "Agreement"), by and between Dominion Capital, LLC (the "Investor"), and INTERCLOUD SYSTEMS, INC., a corporation organized and existing under the laws of the State of Delaware (the "Company").

PHI Group, Inc. – Investment Agreement (Corrected) (September 15th, 2017)

INVESTMENT AGREEMENT (this "AGREEMENT"), dated as of August 3, 2017 by and between PHI GROUP, INC., a Nevada corporation (the "Company"), and Azure Capital, a Massachusetts Corporation (the "Investor").

North Atlantic Drilling Ltd. – Investment Agreement Among (September 13th, 2017)

Pursuant to the Plan, if Class B3, D3 or F3, constituting the General Unsecured Claims against Seadrill, NADL, and Sevan, vote as a class to accept the Plan, the Subscription Agent will transmit to Holders of claims of each class that voted to accept the Plan (the Applicable Claims) as of the Record Date a certification form (an Eligibility Certificate) to determine if such Holder is an Eligible Holder (defined below) permitted to participate in the Debt Rights Offering.

INVESTMENT AGREEMENT AMONG SEADRILL LIMITED, THE OTHER COMPANY PARTIES AND THE COMMITMENT PARTIES PARTY HERETO Dated as of September 12, 2017 (September 13th, 2017)

Pursuant to the Plan, if Class B3, D3 or F3, constituting the General Unsecured Claims against Seadrill, NADL, and Sevan, vote as a class to accept the Plan, the Subscription Agent will transmit to Holders of claims of each class that voted to accept the Plan (the Applicable Claims) as of the Record Date a certification form (an Eligibility Certificate) to determine if such Holder is an Eligible Holder (defined below) permitted to participate in the Debt Rights Offering.

Skypeople Fruit Juice – Shareholder Investment Agreement (September 7th, 2017)
Americann, Inc. – Investment Agreement (September 7th, 2017)

This INVESTMENT AGREEMENT (the "Agreement"), dated as of September 1, 2017 (the "Execution Date"), is entered into by and between AmeriCann, Inc. (the "Company"), and Mountain States Capital, LLC (the "Investor").

INVESTMENT AGREEMENT Dated as of August 24, 2017 by and Among Beacon Roofing Supply, Inc., CD&R Boulder Holdings, L.P. And Clayton, Dubilier & Rice Fund IX, L.P. (Solely for Purposes of Sections 4.13 and 4.14 Hereof) (August 24th, 2017)

INVESTMENT AGREEMENT, dated as of August 24, 2017 (this Agreement), by and among Beacon Roofing Supply, Inc., a Delaware corporation (the Company), CD&R Boulder Holdings, L.P., a Cayman Islands exempted limited partnership (the Purchaser), and, solely for purposes of Sections 4.13 and 4.14 hereof, Clayton, Dubilier & Rice Fund IX, L.P., a Cayman Islands exempted limited partnership (the CD&R Fund).

Converge Global Inc/Ca – Investment Agreement (August 21st, 2017)

This INVESTMENT AGREEMENT (the "Agreement"), dated as of July 25, 2017 (the "Execution Date"), is entered into by and between Marijuana Company of America, Inc. (the "Company"), a Utah corporation, with its principal executive offices at 5256 S. Mission Road, 703 #314, Bonsall, CA 92003, and Tangiers Global, LLC (the "Investor"), a Wyoming limited liability company, with its principal executive offices at Caribe Plaza Office Building 6th Floor, Palmeras St. #53, San Juan, PR 00901.

KBS Strategic Opportunity REIT, Inc. – Investment Agreement (August 11th, 2017)

THIS INVESTMENT AGREEMENT (this "Agreement") is made as of July 6, 2017 (the "Effective Date") by and among MIGDAL INSURANCE COMPANY LTD., an Israeli limited company ("Migdal Insurance"), and MIGDAL-MAKEFET PENSION AND PROVIDENT FUNDS LTD., an Israeli limited company ("Migdal-Makefet"), on behalf of each of (a) MAKEFET ISHIT, an Israeli pension fund managed by Migdal-Makefet, (b) MAKEFET MASHLIMA, an Israeli pension fund managed by Migdal-Makefet, (c) MIGDAL PROVIDENT FUND - BETWEEN 50 TO 60 YEARS OLD TRACK, an Israeli provident fund managed by Migdal-Makefet, (d) MIGDAL PROVIDENT FUND - UP TO 10% SHARES TRACK, an Israeli provident fund managed by Migdal-Makefet, and (e) MIGDAL PROVIDENT FUND - OVER 60 YEARS OLD TRACK, an Israeli provident fund managed by Migdal-Makefet (each individually, a "Migdal Member" and collectively, the "Migdal Members"), KBS SOR PROPERTIES, LLC, a Delaware limited liability company (the "KBS Member" and together with the Migdal Members, each a "Member" and c

Li3 Energy, Inc. – INVESTMENT AGREEMENT MINERA SALAR BLANCO S.A.; MINERA SALAR BLANCO SpA; MINERA LI ENERGY SPA; LITHIUM POWER INVERSIONES CHILE SpA; AND LITHIUM POWER INTERNATIONAL LIMITED September 12, 2016 INVESTMENT AGREEMENT (August 10th, 2017)
Vince Holding Corp. – INVESTMENT AGREEMENT by and Among VINCE HOLDING CORP., SUN CARDINAL, LLC, and SCSF CARDINAL, LLC Dated as of August 10, 2017 (August 10th, 2017)

THIS INVESTMENT AGREEMENT (this Agreement) is made and entered into as of August 10, 2017, by and among Vince Holding Corp., a Delaware corporation (the Company), Sun Cardinal, LLC, a Delaware limited liability company (Sun Cardinal), and SCSF Cardinal, LLC, a Delaware limited liability company (SCSF and, together with Sun Cardinal, the Investors).

INVESTMENT AGREEMENT by and Between VIFOR (INTERNATIONAL) LTD. AND AKEBIA THERAPEUTICS, INC. (August 8th, 2017)

THIS INVESTMENT AGREEMENT (this "Agreement") is dated as of May 12, 2017, by and between Vifor (International) Ltd. (together with its permitted successors and assigns, the "Investor"), a corporation established in accordance with Swiss laws and registered in the commercial registry under CH-107.360.718, with its premises at Rechenstrasse 37, 9014 St. Gallen, Switzerland, and Akebia Therapeutics, Inc. (together with its permitted successors and assigns, the "Company"), a Delaware corporation, with its principal place of business at 245 First Street, Suite 1100, Cambridge, Massachusetts 02142.

PHI Group, Inc. – Investment Agreement (August 7th, 2017)

INVESTMENT AGREEMENT (this "AGREEMENT"), dated as of August 3, 2017 by and between PHI GROUP, INC., a Nevada corporation (the "Company"), and Azure Capital, a Massachusetts Corporation (the "Investor").

ReTo Eco-Solutions, Inc. – Convertible Debt Investment Agreement Among Good Venture Industrial Limited ReTo Eco-Solutions, Inc. And REIT HOLDINGS (CHINA) CO., LIMITED (August 4th, 2017)

This "Convertible Debt Investment Agreement" (hereinafter referred to as "this Agreement") is concluded and entered into by and among the following parties on June 29, 2016: