Stock Purchase Contract Template for Switzerland

1. Earn-out Provisions: Include when purchase price includes performance-based additional payments

2. Employee Matters: Include when specific arrangements for key employees or employee benefits are required

3. Tax Matters: Include when specific tax allocations or indemnities are needed

4. Non-Competition: Include when seller needs to be restricted from competing post-closing

5. Transition Services: Include when seller will provide services to the company post-closing

6. Bank Financing: Include when purchase price is partially funded through bank financing

7. Escrow Arrangements: Include when portion of purchase price will be held in escrow

8. Environmental Matters: Include for companies with significant environmental exposure

9. Intellectual Property: Include when IP assets are material to the transaction

1. Schedule 1 - Company Information: Detailed information about the target company, including registration details and share capital structure

2. Schedule 2 - Shares Information: Detailed description of shares being sold, including share certificates numbers and shareholder history

3. Schedule 3 - Financial Statements: Recent financial statements of the target company

4. Schedule 4 - Material Contracts: List and copies of material contracts

5. Schedule 5 - Real Estate: Details of owned and leased real estate

6. Schedule 6 - Intellectual Property: List of IP rights owned or licensed by the company

7. Schedule 7 - Employee Information: List of employees and key employment terms

8. Schedule 8 - Pending Litigation: Details of any pending or threatened litigation

9. Schedule 9 - Disclosure Schedule: Exceptions to representations and warranties

10. Appendix A - Closing Deliverables: List of all documents to be delivered at closing

11. Appendix B - Form of Resignation Letters: Template resignation letters for departing directors

12. Appendix C - Form of Share Transfer Form: Template for Swiss share transfer forms