Note And Warrant Purchase Agreement

Note And Warrant Purchase Agreement Template for Switzerland

Create a bespoke document in minutes, or upload and review your own.

4.6 / 5

4.8 / 5

Let's create your Note And Warrant Purchase Agreement

1. Select your governing law and document type:

2. Enter your key requirements:

3. Create your document to edit, review or download

Get your first 2 documents free

Your data doesn't train Genie's AI

You keep IP ownership of your information

Key Requirements PROMPT example:

"I need a Note and Warrant Purchase Agreement under Swiss law for a 5 million CHF investment in our biotech startup, with warrants exercisable at a 20% premium to the current valuation and a note maturity date of March 15, 2025."

Document background

The Note And Warrant Purchase Agreement is a sophisticated financing instrument commonly used in the Swiss market for companies seeking growth capital while maintaining flexibility in their capital structure. It provides a hybrid financing solution that appeals to both companies and investors by combining debt financing (through notes) with potential equity participation (through warrants). This document is particularly relevant when companies need substantial capital for expansion but want to avoid immediate equity dilution, while investors seek both regular returns and potential equity upside. The agreement must comply with Swiss financial regulations, including the Swiss Code of Obligations and Financial Market Infrastructure Act, and typically includes detailed terms for both instruments, security arrangements, conversion rights, and regulatory compliance provisions. It's commonly used in growth stages, bridge financing scenarios, or when companies want to offer enhanced terms to strategic investors.

Suggested Sections

1. Parties: Identification of the issuing company and the purchaser(s)

2. Background: Context of the transaction, including company status and purpose of the financing

3. Definitions: Definitions of key terms used throughout the agreement

4. Purchase and Sale of Securities: Core transaction terms including purchase price, principal amount of notes, and number of warrants

5. Note Terms: Detailed terms of the notes including interest rate, maturity, repayment terms, and events of default

6. Warrant Terms: Terms of the warrants including exercise price, expiration date, and number of shares

7. Closing Conditions: Conditions precedent to closing, including required approvals and deliverables

8. Representations and Warranties of the Company: Company's representations regarding corporate status, authority, and compliance with laws

9. Representations and Warranties of the Purchaser: Purchaser's representations regarding investment intent and capacity

10. Covenants: Ongoing obligations of the parties during the term of the notes and warrants

11. Events of Default: Circumstances constituting default and corresponding remedies

12. Registration Rights: Rights relating to the registration of shares issuable upon warrant exercise

13. Miscellaneous: Standard provisions including notices, amendments, governing law, and jurisdiction

Optional Sections

1. Security Interest: Required if the notes are to be secured by company assets

2. Subordination: Needed if the notes are subordinated to other company debt

3. Board Observer Rights: Optional rights for investors to observe board meetings

4. Information Rights: Additional information rights beyond statutory requirements

5. Right of First Refusal: Optional preferential rights for future financing rounds

6. Tag-Along Rights: Optional co-sale rights in case of founder/major shareholder sale

7. Swiss Non-Bank Rules Compliance: Required if compliance with Swiss Non-Bank Rules is relevant

8. Currency Risk Provisions: Required for cross-border transactions with different currencies

Suggested Schedules

1. Schedule A - Form of Note: Template of the promissory note including all terms

2. Schedule B - Form of Warrant: Template of the warrant certificate

3. Schedule C - Capitalization Table: Current and pro-forma capitalization of the company

4. Schedule D - Corporate Resolutions: Copies of board and shareholder resolutions approving the transaction

5. Schedule E - Disclosure Schedule: Exceptions to representations and warranties

6. Schedule F - Registration Rights: Detailed terms of registration rights

7. Schedule G - Security Agreement: Required if notes are secured by company assets

8. Appendix 1 - Wire Instructions: Banking details for funds transfer

9. Appendix 2 - Compliance Certificates: Required regulatory and compliance certificates

Authors

Alex Denne

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

alex.den.21@genieai.co

Relevant legal definitions

Clauses

Relevant Industries

Technology

Biotechnology

Financial Services

Healthcare

Clean Energy

Software

E-commerce

Manufacturing

Telecommunications

Life Sciences

Digital Media

Fintech

Relevant Teams

Legal

Finance

Corporate Development

Treasury

Compliance

Risk Management

Board of Directors

Executive Management

Investment

Corporate Secretariat

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Corporate Secretary

Investment Director

Finance Director

Treasury Manager

Corporate Development Manager

Investment Manager

Legal Counsel

Compliance Officer

Board Member

Managing Director

Financial Controller

Risk Manager

Find the exact document you need

Security Interest Contract

A Swiss law-governed agreement creating security interests over assets to secure financial obligations, establishing terms for collateral pledge and enforcement.

��������Ƶ

How a Sales & Marketing Lead uses ��������Ƶ to reduce contract drafting time by 95%

Let's create your Note And Warrant Purchase Agreement

Authors

Alex Denne

Find the exact document you need

Security Interest Contract

Personal Information Confidentiality Agreement

Data Privacy Contract

Broker Dealer Referral Agreement

Note And Warrant Purchase Agreement

Commercial Pledge Agreement

Collateral Account Control Agreement

Credit And Security Agreement

Security Control Agreement

Inventory Security Agreement

Reinsurance Security Agreement

Debenture Subscription Agreement

Title Transfer Collateral Agreement

Third Party Pledge Agreement

Convertible Debenture Agreement

Collateral Security Agreement

Receivables Pledge Agreement

Collateral Sharing Agreement

Stock Lending Agreement

Share Security Agreement

Promissory Note And Security Agreement

Property Collateral Agreement

Pledge And Security Agreement

Security Purchase Agreement

Security Loan Agreement

Convertible Equity Agreement

Asset Pledge Agreement

Warrant Purchase Agreement

Intellectual Property Security Agreement

Pledge Of Shares Agreement

Loan Collateral Agreement

Film Investment Contract

Collateral Pledge Agreement

Account Pledge Agreement

Loan And Security Agreement

Security Sharing Agreement

Repurchase Agreement

Convertible Note Purchase Agreement

Reverse Repurchase Agreement

Contract Of Sale Of Shares

Negative Pledge Agreement

Margin Lending Agreement

Cash Collateral Agreement

Deposit Control Agreement

Convertible Bond Agreement

General Security Agreement

Collateral Agency Agreement

Download our whitepaper on the future of AI in Legal

�ұ�Ծ���’s Security Promise

Your documents are private:

Your documents are protected:

Organizational security

Innovation in privacy:

Want to know more?

Use Cases

��Ƶ

How a Sales & Marketing Lead uses ��Ƶ to reduce contract drafting time by 95%

�ұ�Ծ��’s Security Promise