Investor Contract

This Investor Contract (hereinafter “Contract”, “Agreement”) is entered into on

___________________ (the “Effective Date”), by and between
____________________________, with an address of ____________________________
(hereinafter referred to as the “Investor”) and ____________________________, with an
address of ____________________________ (hereinafter referred to as the “Company”), also
Companyly referred to as “Party” and collectively “the Parties”.

Whereas, the Company hereby acknowledges that their primary business and industry in which
they’re operating is ____________________________________________________________.

Whereas, the Investor intends to invest in the Company, while the Company intends to accept
this Investment in exchange for shares in the company. The Investor and the Company hereby
agree to the following terms.

I. Investment

The Investor hereby invests ___________________________________ (“Investment Amount”),

in exchange for ________________________________________ shares in the Company’s stock.
The Investor shall transfer the Investment Amount via a wire transfer into the Company’s
accounts upon the Effective Date of this Contract.

Both Parties agree that the Investment Amount is a one-time investment and does not
guarantee future funding rounds.

II. Management and control

The Company is hereby managed by its executives and the Company’s board, which consists of
________ people, as determined by the Company’s majority shareholder.

As part of this Contract, the Investor shall be appointed _______ board seats for the Company’s
board. Executives and the board shall handle the Company’s management with goodwill and
with the utmost professional conduct.

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III. Net Income Distribution

As part of this Contract, both Parties agree that net income generated by the Company in excess
of _____________________ will be distributed to the Investor, in a directly proportional
amount to the Investor’s number of shares owned by the Investor on an annual basis.

Distributions shall be made via wire transfer, on the following terms:

_____________________________________________________________________________.

The Investor hereby agrees that, in an event in which the Company needs to retain income to
maintain a healthy and positive financial position, distributions may be temporarily stopped or
postponed.

IV. Dissolution

In an event where the dissolution of the Company occurs before this Agreement is terminated
by both Parties:

- The Company hereby agrees to pay the Investor an amount equal to the original
Investment Amount the Investor has invested into the company.
- The Investor shall not have any right to any physical asset of the Company.

V. Voting

Shareholders with active ownership of more than ________ % of the Company shall have the
right to approve/deny actions that the Board wants to undertake. Upon the time the Investor
has an amount of ownership greater than ________ % of the ownership in the Company, they
shall be entitled to ________ number of votes to approve/deny actions that the Board wants to
undertake.

The majority shareholder shall have the right to ______ % of the total votes distributed to
investors. Both Parties agree that voting sessions will be held twice a year, on
____________________ and ____________________. The voting interest of the majority shall
be honored by the Board.

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VI. Confidentiality

Any materials, proprietary information, trade secrets, industry knowledge and other
confidential information transferred from the Company to the Investor must be kept
confidential by the Investor, unless disclosure is required by a process of the law.

Divulging any of this information for any purpose beyond the scope of this Contract, or beyond
the exceptions set forth above, is forbidden without the prior consent of the Investor, even after
the termination of the Contract.

The Investor consents to not using any of this proprietary information for their own benefit at
any time. Failure to keep confidential information and trade secrets confidential may result in
legal action taken by the Company against the Investor, and the Investor will be required to
support the costs of the Company’s legal proceedings.

VII. Non-Compete

The Investor hereby agrees that they will refrain from engaging in any business, joint venture,
partnership, equity partnership, Investor, employment contract (and the likes of it), directly or
indirectly, that is in direct competition or very similar with the Company’s business activity,
scope of work and industry

After the Agreement is terminated, the Investor is bound to this non-competition clause for a
period of three (3) years.

VIII. Termination

Either of the Parties might terminate the Contract. In such an event, the Investor and the
Company shall agree and sign a termination contract pursuant to this section, which shall be
initiated by the Investor no later than 60 days prior to the intended termination.

In such an event:

- The majority shareholder will not have the obligation to purchase the Investor’s shares.
If the majority shareholder does not purchase the Investor’s shares, other shareholders
may, but are not obligated to, purchase those shares. In such an event, the Investor is
free to sell their shares to another third party, but only after the majority shareholder
has exercised their right of refusal and after the other shareholders have exercised their
right of refusal.

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 - The Investor vows not to sell shares to any individual, company or entity that is in the
same industry and scope of work as the Company.
- The Company’s majority shareholder must approve, in writing, who may purchase the
Investor’s shares before the transaction happens

IX. Representations and Warranties

The Contract is a legally binding agreement between both Parties, as stated above. The Parties
each represent that they have the authority to enter into this Contract.

Both Parties commit to not violating the rights of any third party or otherwise violate other, if
any, agreements made between them and/or any other business entity or governmental
organization.

X. Waiver

The failure by either of the Parties to exercise their rights, power and/or privileges under the
terms of this Agreement will not be considered as a waiver of any subsequent/future/other
exercises of that right, power and/or privileges,

XI. Legal Fees

In the case in which legal action takes place, the successful Party will be entitled to its legal fees,
including but not limited to its attorneys’ fees.

XII. Severability

In an event where any provision of the Contract has been found to be void and/or
unenforceable by a court of competent jurisdiction, the remaining provisions will remain
enforceable according to the Parties’ information.

XIII. Legal and Binding Agreement

The Contract is a legally binding agreement between both Parties, as stated above. The Parties
each represent that they have the authority to enter into this Contract.

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XIV. Governing Law and Jurisdiction

The Parties agree that this Contract shall be governed and construed in accordance with the
laws of _______________________________________________________________________.

XV. Entire Agreement

This Contract contains the entire agreement and understanding among the Parties hereto with
respect to the subject matter hereof. This Contract supersedes all prior agreements,
understandings, inducements and conditions, express or implied, oral or written, of any nature
whatsoever with respect to the subject matter hereof. In the event that the Parties desire to
change, add, or modify any of the terms agreed upon in this Contract, they shall do so in
writing to be signed by both parties.

The Parties hereby agree to the terms and conditions set forth above in this Contract by their
signatures, as follows:

INVESTOR

Signature: ___________________________

Name: ______________________________

Date: _______________________________

COMPANY

Signature: ___________________________

Name: ______________________________

Date: _______________________________