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1. Parties: Identification of the secured party (security holder) and the security provider, including full legal names and addresses
2. Background: Context of the security agreement, including reference to any underlying obligations or facility agreements
3. Definitions: Definitions of key terms used throughout the agreement, including specific Swiss law concepts
4. Grant of Security Interest: Express creation and grant of the security interest, specifying the type of security under Swiss law (pledge, assignment, etc.)
5. Secured Obligations: Definition and scope of the obligations being secured
6. Security Assets: Detailed description of the assets subject to the security interest
7. Perfection Requirements: Steps required to perfect the security interest under Swiss law
8. Representations and Warranties: Standard representations regarding ownership, authority, and absence of encumbrances
9. Security Provider Obligations: Ongoing obligations of the security provider regarding the secured assets
10. Enforcement: Rights and procedures for enforcing the security interest under Swiss law
11. Further Assurance: Obligation to execute additional documents or take actions to maintain security
12. Governing Law and Jurisdiction: Confirmation of Swiss law governance and jurisdiction of Swiss courts
1. Financial Collateral Arrangements: Required when the security involves financial instruments or cash accounts
2. Special Provisions for Intermediated Securities: Needed when security is taken over securities held with intermediaries
3. Bank Account Security: Specific provisions for security over bank accounts
4. Intellectual Property Rights: Required when security includes IP rights
5. Insurance: Provisions regarding insurance of secured assets when applicable
6. Power of Attorney: Optional authorization for secured party to perfect or enforce security
7. Tax Provisions: Special tax considerations and allocations when relevant
8. Priority Arrangements: Required when there are multiple security interests or intercreditor arrangements
1. Schedule 1 - Security Assets: Detailed list and description of all assets subject to the security interest
2. Schedule 2 - Perfection Requirements: Specific actions required for each type of asset to perfect the security
3. Schedule 3 - Bank Accounts: List of relevant bank accounts and their details
4. Schedule 4 - Forms of Notices: Template notices required for perfection or enforcement
5. Schedule 5 - Existing Security Interests: List of permitted existing security interests if any
6. Appendix A - Board Resolutions: Corporate authorizations for granting security
7. Appendix B - Power of Attorney Form: Form of power of attorney if required
8. Appendix C - Registration Forms: Forms required for registering security interests with relevant authorities
Authorisation
Banking Day
Business Day
Charged Assets
Collateral
Default
Default Interest
Delegate
Enforcement Event
Event of Default
Finance Documents
Financial Collateral
Insolvency Event
Intermediated Securities
Lender
Liens
Loan Agreement
Material Adverse Effect
Obligor
Original Lenders
Parties
Perfection Requirements
Permitted Security
Pledge
Principal Obligations
Relevant Account
Secured Assets
Secured Creditors
Secured Liabilities
Secured Obligations
Secured Party
Security
Security Agent
Security Assets
Security Documents
Security Interest
Security Period
Security Provider
Security Rights
Swiss Civil Code
Swiss Code of Obligations
Swiss Law
Tax
Transaction Documents
Transfer
Interpretation
Creation of Security
Pledge
Assignment
Security Transfer
Perfection Requirements
Representations and Warranties
Covenants
Further Assurance
Power of Attorney
Enforcement
Application of Proceeds
Release of Security
Costs and Expenses
Indemnification
Assignment and Transfer
Amendments and Waivers
Notices
Severability
Counterparts
Governing Law
Jurisdiction
Process Agent
Parallel Debt
Security Agent Provisions
Default Interest
Set-Off
Currency Conversion
No Hardship
Confidentiality
Third Party Rights
Remedies and Waivers
Intercreditor Provisions
Registration Requirements
Authority and Capacity
Banking
Financial Services
Insurance
Real Estate
Manufacturing
Technology
Healthcare
Energy
Infrastructure
Retail
Telecommunications
Professional Services
Transportation
Agriculture
Legal
Finance
Treasury
Risk Management
Compliance
Credit Administration
Corporate Banking
Documentation
Transaction Management
Security Administration
Collateral Management
Legal Counsel
Finance Director
Chief Financial Officer
Treasury Manager
Credit Risk Manager
Compliance Officer
Corporate Lawyer
Security Trustee
Loan Officer
Transaction Manager
Portfolio Manager
Risk Officer
Documentation Specialist
Contract Manager
Banking Relationship Manager
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