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1. Parties: Identification of the lender and borrower with full legal names, addresses, and registration details if applicable
2. Background: Context of the loan agreement, relationship between parties, and purpose of the loan
3. Definitions: Definitions of key terms used throughout the agreement
4. Loan Amount and Purpose: Specification of the loan amount, currency, and permitted use of funds
5. Interest Rate and Calculations: Details of interest rate, calculation method, and payment periods
6. Repayment Terms: Schedule of repayments, payment methods, and prepayment provisions
7. Collateral: Description of assets provided as collateral, including valuation and maintenance requirements
8. Security Interest: Legal provisions establishing and perfecting the security interest in the collateral
9. Representations and Warranties: Statements of fact by the borrower regarding their legal capacity, collateral ownership, and financial condition
10. Covenants: Ongoing obligations of the borrower regarding financial maintenance, collateral care, and reporting
11. Events of Default: Circumstances constituting default and consequences thereof
12. Enforcement Rights: Lender's rights and procedures for enforcing security interest upon default
13. Costs and Expenses: Allocation of costs related to the loan and security arrangements
14. Notices: Communication requirements and contact details
15. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction for disputes
1. Multiple Lenders: Required when there are multiple lenders, detailing voting rights and administration
2. Currency Provisions: Needed for loans in foreign currencies, including exchange rate mechanisms
3. Insurance Requirements: Detailed insurance obligations when specific insurance coverage of collateral is required
4. Tax Provisions: Special tax considerations and withholding requirements
5. Additional Security: When additional forms of security (guarantees, additional collateral) are provided
6. Special Repayment Terms: For structured repayment arrangements or special prepayment rights
7. Financial Covenants: Detailed financial maintenance requirements for corporate borrowers
8. Collateral Agent: When a third party is appointed to manage the collateral
9. Registration Requirements: Special provisions for registering security interests in public registers
1. Schedule 1 - Collateral Description: Detailed description and inventory of all assets serving as collateral
2. Schedule 2 - Repayment Schedule: Detailed amortization schedule with payment dates and amounts
3. Schedule 3 - Form of Drawdown Notice: Template for requesting loan disbursements
4. Schedule 4 - Security Documents: Forms of additional security documents required
5. Schedule 5 - Condition Precedent Documents: List of documents required before loan effectiveness
6. Appendix A - Valuation Report: Independent valuation of collateral assets
7. Appendix B - Insurance Certificates: Copies of required insurance policies
8. Appendix C - Corporate Authorizations: Corporate resolutions and authorizations for the loan
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