Venture Bonsai Deed of Adherence to a SHA

DEED OF ADHERENCE

THIS DEED OF ADHERENCE (the “Deed”) is made on the date indicated below

BY [name of Investor] (the “Investor”)

IN FAVOUR OF the parties to the Shareholders’ Agreement regarding [Company Oy] (the “Company”) dated [dd].[mm].[yy] (the “Shareholders’ Agreement”).

THIS DEED WITNESSESS AS FOLLOWS:

(i) Investor confirms that read and understood the Shareholders’ Agreement;(ii) Conditional only to the Investor becoming holder of shares in the

Company, the Investor covenants to the parties to the Shareholders’ Agreement to perform and be bound by all the terms of the Shareholders’ Agreement as if the Investor were a Shareholder and Minority Shareholder as defined in the Shareholders’ Agreement;

(iii) This Deed shall be governed by and construed in accordance with the laws of Finland. Any dispute, controversy or claim arising out of or relating to this Agreement or the breach, termination or invalidity thereof shall be finally settled by arbitration in accordance with the Arbitration Rules of the Central Chamber of Commerce of Finland. The arbitration shall be held in Helsinki, Finland and the arbitration proceedings shall be conducted in the English language, but evidence may be submitted also in Finnish and/or Swedish and witnesses heard in any of the said languages.

IN WITNESS WHEREOF this Deed has been executed by the Investor and is intended to be and is hereby delivered on the date first above written.

Date and Place

Full Name

Social Security Number or Corporate IDAddress

Signature

_________________________

This document is part of the legal framework provided by Venture Bonsai. Copyright (C) 2011 Venture Bonsai. Provided strictly “as is”.