Adaobi Silva

INVESTMENT AGREEMENT THIS AGREEMENT IS made this ……….. day of July, 2020. BETWEEN ……………………………………………………, a company incorporated in Nigeria having its registered office at ………………………………………. (hereinafter referred to as the COMPANY, which expression shall, where the context so admits, include his heirs, agents, assigns, executors and administrators) of the one part. AND …………………………………….. resident of Saint Jude’s, Dublin Road, Ireland (hereinafter referred to as the INVESTOR, which expression shall, where the context so admits, include his heirs, agents, assigns, executors and administrators) of the other part. WHEREAS: 1. The Investor and the Company (hereinafter referred to as ‘the Parties’) have gone into an agreement together whereby the Investor has agreed to give the company the sum of N2,000,000.00 (Two Million Naira Only) for an investment venture. 2. In pursuance to the aforementioned agreement, the parties shall carry on said investment subject to the terms and conditions as stipulated in this agreement. NOW IT IS HEREBY MUTUALL AGREED as follows: 1. Dividend The parties mutually agree that the Investor shall be entitled to a dividend amount fixed at N70,000.00 (Seventy Thousand Naira Only) per month on the basis of the investment specified herein. 2. Review 2.1. The parties agree that this agreement shall be subject to a review every 3 months’ provided that the parties shall be at liberty to renegotiate and review the dividends that are to accrue herein. 2.2. The parties have agreed that there is an option to pull the investment after a period of 3 months’. 3. Minimum return The company covenants that the investor will be entitled to a minimum of _________ on return of investment. This minimum return on investment will not be affected by the success or otherwise of the business venture. 4. Duration This Agreement shall be effective when signed by both parties and shall remain in force throughout the duration of the investment venture; or terminated by either party upon giving a TEN DAYS’ notice of such intention in writing to the other party. However, the termination of this agreement under any of the above circumstances shall not affect the existing obligations and liabilities of the parties herein. 5. Remedies The parties agree that the breach of any term, covenant or provision of this Agreement may cause irreparable harm to the other party and, accordingly, upon the breach by a party of any term or provision of this Agreement, the other party shall be entitled to seek injunctive relief in addition to any other remedy available at law or in equity. If either party employs attorneys to enforce any rights arising out of this Agreement, the prevailing party shall be entitled to recover reasonable attorney fees in addition to any other costs and damages to which it may be entitled. 6. Severability If any provision of this Agreement is held to be invalid or unenforceable for any reason, the remaining provisions will continue in full force without being impaired or invalidated in any way. The parties agree to replace any invalid provision with a valid provision which most closely approximates the intent and economic effect of the invalid provision. 7. Dispute resolution The Parties shall endeavor any dispute, conflict, differences, claims and controversies that may arise out of or in connection with the performance of the services or the interpretation of the Agreement, shall be resolved amicably by the parties. If no resolution is reached within thirty (30) days of commencement of mediation and negotiations, then upon notice by either party to the other, the dispute, claim or controversy shall be finally settled with reference to clause 7. 8. Governing law /legal venue This Agreement shall be governed by the laws of the Federal Republic of Nigeria and the stipulations set forth herein to be construed in accordance with same. Any and all disputes arising out of the rights and obligations in this Agreement shall be submitted to ordinary court proceedings, and the parties accept the Nigerian courts as their exclusive legal venue under this Agreement. 9. Counterparts This Agreement may be executed in multiple counterparts (e.g. by fax or scanned PDF, TIF or other electronic format), each of which shall be deemed an original and all of which taken together shall constitute one and the same Agreement. 10. Force Majeure Neither party shall be held liable or responsible to the other party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent, and for so long as, such failure or delay is caused by or results from causes beyond the reasonable control of the affected party including but not limited to pandemics, fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority or the other party. 11. Entire agreement This Agreement constitutes the entire understanding between the parties with respect to the subject matter hereof and shall not be altered, modified or amended except in writing executed by both parties. No waiver of any provision of this Agreement shall constitute a waiver of any other provision(s) or of the same provision on another occasion. Either party's failure to insist in any one or more instances upon strict performance by the other party of any of the terms of this Agreement shall not be construed as a waiver of any continuing or subsequent failure to perform or delay in performance of any term hereof. The headings hereof are descriptive only and not to be construed in interpreting the provisions hereof. 12. Opportunity to Consult Counsel Each party hereto acknowledges that it has had a sufficient opportunity to consult independent legal counsel and independent accountants concerning the provisions of this Agreement and entered into this Agreement intending to be legally bound. The parties hereto are relying solely upon the advice of their own independent counsel and accountants and are not relying in any manner or way on the advice or counsel of the other party's counsel, accountants, or other advisors. IN WITNESS WHEREOF the parties hereto have set their hands and seals the day and year first above written. THE COMMON SEAL of the within named Investee, …………………… is herein affixed in the presence of: __________________________ DIRECTOR __________________________ SECRETARY SIGNED, SEALED AND DELIVERED by the within named INVESTOR ___________________________ NAME In the presence of: Name: ____________________________________________ Address: __________________________________________ Occupation: _______________________________________ Signature: ________________________________________ Date: _____________________________________________ ________________________ SIGNATURE