NDA For Investors Template for Switzerland

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Key Requirements PROMPT example:

NDA For Investors

"I need an NDA for Investors to protect confidential information during our Series B funding round starting March 2025, suitable for both Swiss and international venture capital firms, with standard confidentiality provisions and insider trading protections."

Document background
This NDA for Investors is essential when companies seek investment and need to share sensitive business information with potential investors while maintaining confidentiality. The document, governed by Swiss law, is typically used during preliminary investment discussions, due diligence processes, and negotiations with potential investors. It covers various types of confidential information including financial data, business plans, intellectual property, customer information, and trade secrets. The agreement ensures compliance with Swiss regulatory requirements, including those related to insider trading and data protection, while providing clear mechanisms for enforcement under Swiss jurisdiction. It's particularly crucial for companies at various stages of funding, from early-stage startups to established companies seeking additional investment.
Suggested Sections

1. Parties: Identification of the disclosing party (typically the company) and the receiving party (the potential investor), including full legal names and addresses

2. Background: Context of the potential investment relationship and purpose of sharing confidential information

3. Definitions: Key terms including 'Confidential Information', 'Permitted Purpose', 'Representatives', and 'Affiliate'

4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement

5. Obligations of Confidentiality: Core confidentiality obligations, including use restrictions and standard of care

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to representatives and advisors

7. Return or Destruction of Confidential Information: Requirements for handling confidential information upon termination or request

8. Duration of Obligations: Term of the agreement and survival of confidentiality obligations

9. No Rights or Licenses: Clarification that no intellectual property rights are transferred

10. No Obligation to Proceed: Statement that sharing information does not create obligation to proceed with investment

11. Remedies: Available remedies in case of breach, including injunctive relief

12. Governing Law and Jurisdiction: Specification of Swiss law and jurisdiction for dispute resolution

Optional Sections

1. Insider Trading Provisions: Additional provisions specifically addressing insider trading regulations when confidential information may include price-sensitive information

2. Data Protection Compliance: Specific provisions addressing compliance with Swiss data protection laws when personal data is involved

3. Non-Solicitation: Restrictions on soliciting employees or customers, often included for more sensitive investment discussions

4. Standstill Provisions: Restrictions on acquiring company securities outside the contemplated investment process

5. Anti-Trust/Competition: Provisions addressing competition law compliance in information sharing

6. Security Requirements: Specific technical and organizational measures required for protecting confidential information

Suggested Schedules

1. Schedule 1 - Specific Confidential Information: Detailed list of specific documents, data, or information considered confidential

2. Schedule 2 - Authorized Representatives: List of individuals or roles authorized to receive confidential information

3. Schedule 3 - Security Protocols: Specific security measures and protocols for handling confidential information

4. Appendix A - Form of Representative Undertaking: Template for confidentiality undertaking to be signed by representatives

5. Appendix B - Data Return/Destruction Certificate: Template certificate confirming return or destruction of confidential information

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Relevant Industries

Technology

Biotechnology

Financial Services

Healthcare

Manufacturing

Real Estate

Renewable Energy

Software

Pharmaceuticals

Industrial Technology

E-commerce

Telecommunications

Clean Technology

Life Sciences

Consumer Goods

Relevant Teams

Legal

Finance

Corporate Development

Investor Relations

Executive Leadership

Compliance

Business Development

Administrative

Risk Management

Treasury

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

General Counsel

Investment Director

Corporate Development Manager

Legal Counsel

Investment Manager

Due Diligence Officer

Compliance Officer

Business Development Director

Financial Controller

Company Secretary

Head of Investor Relations

Investment Analyst

Private Equity Associate

Venture Capital Associate

M&A Director

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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