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The Investment Framework Agreement is a sophisticated legal instrument used to establish the groundwork for ongoing investment relationships under Swiss law. It is particularly relevant for institutional investors, investment managers, and financial institutions seeking to structure their investment activities in a comprehensive and compliant manner. The document addresses key aspects such as investment criteria, commitment mechanisms, governance rights, and reporting obligations, while ensuring compliance with Swiss financial regulations including FinSA and FinIA. This type of agreement is especially valuable for parties planning multiple investments over time, as it standardizes processes and reduces transaction costs for subsequent investments. The framework's flexibility allows it to accommodate various investment types while maintaining consistency in core terms and procedures.

1. Parties: Identification of the contracting parties, including full legal names, registration details, and addresses

2. Background: Context of the agreement, relationship between parties, and general investment objectives

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Scope and Purpose: Overall framework parameters, types of investments covered, and investment strategy

5. Investment Process: Procedures for proposing, evaluating, and executing investments

6. Investment Criteria: Minimum requirements and parameters for eligible investments

7. Commitment and Funding: Investment commitments, funding mechanisms, and capital call procedures

8. Governance Rights: Decision-making processes, voting rights, and management participation

9. Representations and Warranties: Standard representations by all parties regarding capacity, authority, and compliance

10. Covenants: Ongoing obligations of the parties throughout the investment period

11. Fees and Expenses: Structure of fees, cost allocation, and expense reimbursement

12. Reporting and Information Rights: Regular reporting requirements and information access rights

13. Term and Termination: Duration of the agreement and circumstances for early termination

14. Confidentiality: Protection and handling of confidential information

15. Notices: Communication procedures and contact details

16. General Provisions: Standard boilerplate clauses including amendments, assignments, and severability

17. Governing Law and Jurisdiction: Choice of Swiss law and jurisdiction for dispute resolution