Document background
The Non-Binding Purchase Agreement is a crucial document in the early stages of commercial transactions under Swiss law, typically used when parties wish to formalize their preliminary discussions and intended transaction structure without creating binding obligations. It serves as a roadmap for further negotiations and due diligence, incorporating key commercial terms while maintaining flexibility. This document type is particularly valuable in complex transactions where parties need to outline their understanding and expectations before committing to a binding agreement. While governed by Swiss law, the agreement explicitly maintains its non-binding nature, except for specific provisions such as confidentiality and costs. It's commonly used in M&A transactions, asset purchases, and business acquisitions, providing a framework for the transaction while allowing parties to withdraw from negotiations without significant legal consequences.
