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Key Man Agreement
"I need a Key Man Agreement under Swiss law for our newly appointed Chief Technology Officer in a fintech startup, with particular emphasis on IP protection and a three-year non-compete clause, to be effective from March 1, 2025."
1. Parties: Identification of the company and the key person, including their full legal names and addresses
2. Background: Context of the agreement, importance of the key person to the business, and general purpose of the arrangement
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Employment: Details of the key person's role, responsibilities, and authority within the company
5. Term and Termination: Duration of the agreement and circumstances under which it can be terminated
6. Compensation and Benefits: Salary, bonuses, equity arrangements, and other benefits specific to the key person
7. Key Man Insurance: Details of the insurance policy, beneficiaries, and obligations regarding premium payments
8. Confidentiality: Protection of company secrets and confidential information
9. Intellectual Property Rights: Assignment of IP created during employment and related obligations
10. Non-Competition and Non-Solicitation: Restrictions on competitive activities and solicitation of employees/clients
11. Data Protection: Compliance with Swiss data protection laws and handling of personal information
12. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction for disputes
1. Death and Disability Provisions: Additional provisions regarding incapacity or death of the key person, used when not covered by separate insurance policies
2. Succession Planning: Provisions for training successors and knowledge transfer, included when succession planning is a priority
3. Board Membership: Terms of board participation if the key person serves on the company's board
4. Share Options and Equity: Detailed equity participation terms, included when the key person receives equity-based compensation
5. International Travel: Provisions for international assignments and travel, included for roles requiring significant travel
6. Change of Control: Provisions addressing company sale or merger scenarios, included for senior executives
7. Personal Development: Provisions for training and development, included for growing organizations
8. Arbitration Clause: Alternative dispute resolution procedures, optional alternative to court jurisdiction
1. Schedule 1 - Position Description: Detailed description of the key person's role, responsibilities, and reporting relationships
2. Schedule 2 - Compensation Package: Detailed breakdown of salary, bonuses, benefits, and payment terms
3. Schedule 3 - Insurance Policy Details: Specifics of the key man insurance policy, including coverage amounts and terms
4. Schedule 4 - Company Policies: Reference to relevant company policies that apply to the key person
5. Schedule 5 - Restricted Activities: Detailed list of prohibited competitive activities and geographical restrictions
6. Appendix A - Performance Metrics: Specific KPIs and performance evaluation criteria
7. Appendix B - Equity Terms: Detailed terms of any share options or equity participation
8. Appendix C - Succession Plan: Detailed succession planning framework and timelines
Authors
Financial Services
Technology
Professional Services
Manufacturing
Healthcare
Biotechnology
Research and Development
Consulting
Real Estate
Energy
Transportation
Telecommunications
Media and Entertainment
Education
Retail
Human Resources
Legal
Executive Leadership
Board of Directors
Finance
Risk Management
Compliance
Corporate Governance
Compensation Committee
Chief Executive Officer
Chief Financial Officer
Chief Technology Officer
Managing Director
Head of Research
Senior Partner
Principal Scientist
Lead Developer
Head of Sales
Key Account Manager
Technical Director
Chief Medical Officer
Head of Operations
Principal Consultant
Executive Chairman
Chief Investment Officer
Head of Product Development
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