Sample Investment Agreement Template For Michigan Limited Liability Companies (Page 2 of 5) in pdf

Sample Investment Agreement Template For Michigan Limited Liability Companies Page 2

Securities. Upon receipt of such notice, the Investor shall be entitled to exercise any of the

following rights:

Right of First Offer. The Investor shall have the first right

to purchase all of the Securities to be offered and sold in such Qualified Financing at the

price and on the same terms and conditions specified in the notice.

Right to Participate. The Investor shall have the right to

participate in the Qualified Financing at the price and on the same terms and conditions

specified in the notice in an amount equaling not less than 10% of the aggregate amount

of Securities to be offered and sold.

Right to Convert.

The Investor shall have the right to

convert the Investment Amount into that number of membership interests (or other

securities) in the Company representing a 3% ownership interest in the Company on a

fully diluted basis, and the Investor shall be admitted as a member of the Company

pursuant to the Company’s Operating Agreement.

2.2

The Investor may exercise any of its rights under Section 2.1

within thirty (30) days after receipt of the Company’s notice by giving written notice to the

Company.

2.3

If the Company does not enter into an agreement for the sale of

unsubscribed Securities within a forty-five (45) day period, or if such agreement is not

consummated within thirty (30) days of the execution thereof, the rights provided under Section

2.1 shall be deemed to be revived and such Securities shall not be offered unless first reoffering

the rights to the Investor under Section 2.1.

Transfer of Business Opportunities. The Company Parties agree that

they will not sell, assign, transfer or otherwise convey a business assets, interest

or opportunity that is owned, held by or owed to the Company which is necessary

for the operation of the Business or material to the value of the Company, without

the Investor’s prior written consent.

Public Update Meetings. The Company Principals agree that they will

attend one of the Investor’s monthly public update meetings within 60 to 90 days

after the Investment is made to present about the Business and its activities and

operations.

Miscellaneous.

Further Assurances. From and after the date of this Agreement, the

parties agree to take such further action and to execute, acknowledge and

deliver all such further documents as are reasonably requested by the other

party for carrying out the purposes of this Agreement.

Sample Investment Agreement Template For Michigan Limited Liability Companies Page 2