Convertible loan agreement 

Use this contract: 

• To grant a loan to a Swiss limited liability corporation or partnership, in Swiss francs.
• To allow the possibility of conversion of all or part of the loan into the share capital of the lender.
• Whether or not you would like to apply interest rate, simple or compound.
• Whether the lender is a company or an individual, Swiss or foreign.

Use either or all of the following possibilities: 

Call option: the lender decides freely, but is not obliged to convert the loan into share capital. The borrower must comply. 

Put option: the borrower decides, but is not required, to force the lender to convert the loan into share capital. The lender must comply. 

Mandatory conversion: a certain event shall trigger automatic conversion of the loan into share capital, and both parties must comply. 

The loan may be converted as follows, at your choice: 

• Full or partial conversion of the loan, with or without a minimum required amount. 

• Upon maturity date (reimbursement date) or earlier. 

• Subject or not to a preliminary condition to fulfil. 

• Accumulated interest, if any, may be totally or partially waived upon conversion, or be paid. 

• The shares may be issued at a fixed price, or at a market price, with or without discount. 

Protect your interests with these additional guarantees:  

• Indication of how the market price per share should be calculated, if applicable. 
• Additional restrictions onto the borrower until repayment or conversion. 
• Additional warranties and undertakings of the borrower. 
• Preliminary condition to granting of the loan and of the right to conversion. 
• Default payment penalties and reminder fees. 
• Acceleration for breach of covenants or insolvency.