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Foreign Investment Agreement
"I need a Foreign Investment Agreement for a US-based technology company investing 50 million CHF in our Swiss biotech startup, with the investment scheduled to close by March 2025 and including provisions for board representation and future funding rounds."
1. Parties: Identification of the investor(s) and recipient entity/entities, including registration details and addresses
2. Background: Context of the investment, including brief description of the business and investment purpose
3. Definitions: Definitions of key terms used throughout the agreement
4. Investment Structure: Details of the investment amount, form (equity/debt), and payment terms
5. Conditions Precedent: Prerequisites that must be fulfilled before the investment becomes effective
6. Representations and Warranties: Statements of fact and assurances from both parties
7. Investor Rights: Rights granted to the investor, including voting rights, board representation, and information rights
8. Regulatory Compliance: Obligations regarding Swiss regulatory requirements and necessary approvals
9. Corporate Governance: Management structure, decision-making processes, and reserved matters
10. Transfer Restrictions: Limitations on transfer of shares/interests and pre-emptive rights
11. Exit Rights: Provisions for investment exit, including put/call options and IPO rights
12. Confidentiality: Protection of confidential information and trade secrets
13. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and applicable law
14. General Provisions: Standard clauses including notices, amendments, and severability
1. Anti-Dilution Protection: Protection against dilution of investment value, used when there's potential for future funding rounds
2. Environmental Compliance: Specific provisions for investments in industries with environmental impact
3. Employee Matters: Required for investments involving significant workforce considerations
4. Intellectual Property Rights: Detailed IP provisions for technology or brand-focused investments
5. Real Estate Provisions: Specific clauses when the investment involves property, considering Lex Koller requirements
6. Competition Law Compliance: Detailed antitrust provisions for investments raising competition concerns
7. Currency Exchange Provisions: For investments involving significant cross-border transactions
8. Tax Structure: Detailed tax planning provisions for complex investment structures
9. Government Approvals: Additional regulatory approval requirements for regulated sectors
10. Force Majeure: Provisions for unforeseen circumstances, particularly relevant for long-term investments
1. Investment Details: Detailed breakdown of investment amount, valuation, and payment schedule
2. Shareholding Structure: Pre and post-investment capitalization table
3. Business Plan: Detailed business plan and financial projections
4. Corporate Documents: Copies of relevant corporate documents and certificates
5. Regulatory Approvals: List of required regulatory approvals and their status
6. Due Diligence Report: Summary of due diligence findings
7. Management Structure: Detailed organizational chart and management biographies
8. Material Contracts: List and copies of material contracts affecting the investment
9. Intellectual Property Schedule: List of IP rights and registrations
10. Employee Information: Key employee details and employment terms
Authors
Financial Services
Technology
Pharmaceuticals
Biotechnology
Manufacturing
Real Estate
Healthcare
Infrastructure
Renewable Energy
Professional Services
Telecommunications
Luxury Goods
Chemical Industry
Precision Engineering
Legal
Finance
Compliance
Corporate Development
Risk Management
Investment
Regulatory Affairs
Corporate Governance
Business Development
Strategy
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Investment Director
Corporate Lawyer
Investment Manager
Compliance Officer
General Counsel
Corporate Secretary
Finance Director
Business Development Director
Risk Manager
Investment Analyst
Legal Counsel
Regulatory Affairs Manager
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