Funding Term Sheet Template for Switzerland

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Key Requirements PROMPT example:

Funding Term Sheet

"I need a Funding Term Sheet under Swiss law for a Series A investment round of CHF 5 million from a venture capital firm into my biotech startup, with specific provisions for milestone-based tranched investments to be completed by March 2025."

Document background
The Funding Term Sheet is a crucial document in the Swiss investment landscape, typically used during the preliminary stages of investment negotiations between companies seeking capital and potential investors. This document, while generally non-binding, sets out the fundamental terms and conditions that will form the basis of the final investment agreements. Under Swiss law, the Term Sheet must consider various legal frameworks, particularly the Swiss Code of Obligations and financial market regulations. It typically includes essential information about valuation, investment structure, investor rights, governance, and exit provisions. The document is particularly important in Switzerland's sophisticated financial market, where both domestic and international investors frequently engage in funding rounds across various stages of company growth, from seed funding to later-stage investments.
Suggested Sections

1. Parties: Identification of the company, lead investor(s), and other participating investors

2. Background: Brief description of the company, purpose of the investment, and current funding round

3. Definitions: Key terms used throughout the term sheet

4. Investment Overview: Summary of investment amount, type of securities, and pre-money valuation

5. Securities Type: Detailed description of the securities being issued (e.g., preferred shares, convertible notes)

6. Price and Valuation: Specific price per share/security and company valuation details

7. Investment Structure: Breakdown of investment tranches, timing, and conditions precedent

8. Key Rights: Fundamental investor rights including voting, anti-dilution, and conversion rights

9. Board Composition: Structure and composition of the board post-investment

10. Exit Rights: Tag-along, drag-along, and liquidation preferences

11. Confidentiality: Binding provisions regarding confidentiality of the term sheet and negotiations

12. Exclusivity: Binding provisions regarding exclusive negotiation period

13. Governing Law: Specification of Swiss law as governing law and jurisdiction

14. Binding Nature: Clear statement about which provisions are binding and non-binding

Optional Sections

1. Founder Vesting: Include when founders' shares need to be subject to vesting schedules

2. ESOP: Include when establishing or modifying an employee stock option pool

3. Information Rights: Include for investors requiring specific reporting and information access rights

4. Registration Rights: Include when planning for potential IPO scenarios

5. Right of First Refusal: Include when existing shareholders should have priority rights for future rounds

6. Pre-emptive Rights: Include when investors should have the right to maintain their percentage ownership

7. Strategic Investor Rights: Include for strategic investors requiring specific commercial rights

8. Anti-corruption Provisions: Include when dealing with international investors or regulated industries

9. Intellectual Property Assignment: Include for early-stage companies where IP assignment needs to be confirmed

Suggested Schedules

1. Cap Table: Current and post-investment capitalization table

2. Investment Allocation: Breakdown of investment amounts per investor

3. Key Terms Definition: Detailed definitions of complex technical or financial terms

4. Milestone Schedule: If tranched investment, detailed description of milestones

5. Reserved Matters: List of decisions requiring investor approval

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
Clauses
Relevant Industries

Technology

Financial Services

Biotechnology

Healthcare

Clean Energy

Manufacturing

Software

E-commerce

Medical Devices

Pharmaceuticals

Fintech

Robotics

Artificial Intelligence

Consumer Goods

Professional Services

Real Estate

Telecommunications

Education Technology

Relevant Teams

Legal

Finance

Corporate Development

Executive Leadership

Investment

Corporate Governance

Business Development

Compliance

Strategy

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

Investment Manager

Corporate Lawyer

Investment Banker

Venture Capital Partner

Private Equity Director

Board Director

Company Secretary

Financial Controller

Managing Director

Investment Associate

Legal Counsel

Corporate Development Manager

Startup Founder

Business Development Director

Fund Manager

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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