Vendor Loan Agreement Template for Austria

The Vendor Loan Agreement is a crucial document in commercial transactions where vendors provide financing to facilitate the purchase of their goods or services. Under Austrian law, this agreement combines elements of sales and lending transactions, requiring careful attention to both commercial and financial regulations. The document is particularly useful in situations involving substantial capital expenditure or when purchasers require extended payment terms. The agreement must comply with Austrian civil law (ABGB), commercial law (UGB), and banking regulations (BWG) while addressing practical commercial needs. It typically includes detailed provisions on loan terms, security interests (particularly retention of title), enforcement mechanisms, and risk mitigation measures. The Vendor Loan Agreement serves as a comprehensive framework for managing the credit relationship between vendor and purchaser, ensuring clear rights and obligations for all parties involved.

1. Parties: Identification of the Vendor (as lender) and Purchaser (as borrower), including full legal names, registration details, and addresses

2. Background: Context of the vendor loan, including reference to the underlying sale transaction and purpose of the loan

3. Definitions: Definitions of key terms used throughout the agreement, including 'Loan Amount', 'Interest Rate', 'Security', etc.

4. Loan Amount and Purpose: Specification of the loan amount, currency, and confirmation of its purpose relating to the purchase of goods/services

5. Interest: Interest rate, calculation method, payment frequency, and default interest provisions in compliance with Austrian interest laws

6. Repayment Terms: Repayment schedule, payment methods, prepayment rights and any associated fees

7. Security: Details of security provided for the loan, including retention of title over goods sold

8. Representations and Warranties: Standard representations regarding capacity, authority, and financial condition

9. Covenants: Ongoing obligations of the borrower, including financial covenants and information requirements

10. Events of Default: Circumstances constituting default and consequences thereof

11. Enforcement: Rights and remedies of the vendor in case of default, compliant with Austrian enforcement law

12. Notices: Process and requirements for formal communications between parties

13. Governing Law and Jurisdiction: Confirmation of Austrian law as governing law and jurisdiction of Austrian courts

14. Miscellaneous: Standard boilerplate provisions including severability, entire agreement, and amendments