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1. Parties: Identification of the investor(s) and investee(s), including full legal names and addresses
2. Background: Context of the investment, brief description of the investment target and purpose
3. Definitions: Definitions of key terms used throughout the agreement
4. Investment Amount and Terms: Detailed specification of the investment amount, valuation, and basic terms
5. Conditions Precedent: Conditions that must be satisfied before the investment is made
6. Completion Mechanics: Process and requirements for completing the investment transaction
7. Representations and Warranties: Statements of fact and assurances from both parties
8. Investor Rights: Rights granted to the investor, including information and governance rights
9. Regulatory Compliance: Obligations regarding Swiss financial regulations and reporting requirements
10. Confidentiality: Provisions regarding confidential information and its protection
11. Term and Termination: Duration of the agreement and circumstances for termination
12. Exit Provisions: Mechanisms and terms for investment exit
13. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction
14. Miscellaneous: Standard boilerplate provisions including notices, amendments, and entire agreement
1. Tag-Along Rights: Include when protecting minority investors in case of sale by majority shareholders
2. Drag-Along Rights: Include when majority investors need the ability to force minority shareholders to join in a sale
3. Anti-Dilution Protection: Include when protecting investors from dilution in future funding rounds
4. Board Representation: Include when the investment includes right to board seats
5. Veto Rights: Include when investor requires specific veto rights over certain company decisions
6. Performance Targets: Include when investment is tied to specific performance or milestone achievements
7. Multiple Closing Provisions: Include when investment will be made in multiple tranches
8. Co-Investment Rights: Include when investors are granted rights to participate in future investment rounds
1. Investment Details: Detailed breakdown of investment amount, valuation, and share/security specifics
2. Conditions Precedent Checklist: List of all conditions that must be met before investment completion
3. Warranties: Detailed warranties given by the investee
4. Existing Capitalization: Current ownership structure and capitalization of the investment target
5. Business Plan: Summary of the business plan and use of investment proceeds
6. Key Performance Indicators: Specific metrics and targets to be achieved
7. Required Regulatory Approvals: List of necessary regulatory approvals and their status
8. Form of Shareholders Agreement: If applicable, form of shareholders agreement to be entered into
9. Due Diligence Findings: Summary of key due diligence findings and any required actions
Agreement
Anti-Dilution Protection
Applicable Law
Board
Business Day
Business Plan
Change of Control
Closing
Closing Date
Completion
Conditions Precedent
Confidential Information
Consideration
Control
Drag-Along Rights
Effective Date
Encumbrance
Event of Default
Exit Event
Financial Statements
FINMA
FinSA
FinIA
Force Majeure
Governmental Authority
Group
Investment Amount
Investment Period
Investment Securities
Investor Rights
IPO
Issue Price
Key Performance Indicators
Material Adverse Change
Material Adverse Effect
Ordinary Shares
Parties
Permitted Transferee
Post-Money Valuation
Pre-Money Valuation
Preferred Shares
Purchase Price
Qualified IPO
Regulatory Approvals
Representations and Warranties
Reserved Matters
Securities
Share Capital
Shareholder
Shareholders' Agreement
Subscription Rights
Tag-Along Rights
Target Company
Term
Territory
Third Party
Transaction Documents
Transfer
Valuation
Share Subscription
Payment Terms
Conditions Precedent
Completion
Representations and Warranties
Pre-emptive Rights
Tag-Along Rights
Drag-Along Rights
Anti-dilution Protection
Information Rights
Board Representation
Voting Rights
Reserved Matters
Share Transfer Restrictions
Exit Rights
Put Option
Call Option
Right of First Refusal
Regulatory Compliance
Confidentiality
Non-Competition
Non-Solicitation
Intellectual Property
Warranties
Indemnification
Force Majeure
Term and Termination
Assignment
Notices
Amendment
Severability
Entire Agreement
Governing Law
Jurisdiction
Dispute Resolution
Financial Services
Technology
Healthcare
Real Estate
Manufacturing
Renewable Energy
Biotechnology
Infrastructure
Private Equity
Venture Capital
Telecommunications
Consumer Goods
Professional Services
Clean Technology
Digital Assets
Legal
Finance
Compliance
Investment
Risk Management
Corporate Governance
Regulatory Affairs
Due Diligence
Treasury
Corporate Development
Chief Executive Officer
Chief Financial Officer
Investment Manager
Legal Counsel
Compliance Officer
Investment Director
Corporate Secretary
Board Member
Financial Controller
Risk Manager
Investment Analyst
Portfolio Manager
Managing Partner
Due Diligence Officer
Regulatory Affairs Manager
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