Debt Purchase Agreement Template for Switzerland

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Key Requirements PROMPT example:

Debt Purchase Agreement

"I need a Debt Purchase Agreement under Swiss law for my bank's sale of a CHF 50 million consumer loan portfolio to a debt collection company, with completion planned for March 2025 and including ongoing servicing arrangements."

Document background
The Debt Purchase Agreement is a critical document used in Switzerland for transferring debt obligations from one party to another. It is commonly used in scenarios involving portfolio sales by banks, debt trading, or restructuring situations. The agreement must comply with Swiss legal requirements, particularly Articles 164-174 of the Swiss Code of Obligations regarding assignment of claims. The document typically includes detailed information about the debt being purchased, purchase price calculations, warranties about the debt's validity, and mechanisms for transfer. It also addresses Swiss-specific requirements such as data protection compliance, financial market regulations (if applicable), and consumer protection laws where relevant. This type of agreement is particularly important in the Swiss financial sector, where debt trading and portfolio sales are common practices among financial institutions and investment firms.
Suggested Sections

1. Parties: Identification of the Seller (current debt holder) and Buyer, including full legal names and addresses

2. Background: Context of the transaction, origin of the debt, and purpose of the agreement

3. Definitions: Definitions of key terms used throughout the agreement

4. Sale and Purchase: Core terms of the debt purchase, including identification of the debt being sold and purchase price

5. Completion: Conditions precedent, completion mechanics, and timing of the transfer

6. Assignment and Transfer: Legal mechanism for transferring the debt under Swiss law, including notice requirements

7. Purchase Price and Payment: Detailed terms of payment, including method, timing, and any adjustments

8. Seller's Warranties: Warranties regarding the debt's existence, enforceability, and absence of encumbrances

9. Buyer's Warranties: Warranties from the buyer regarding authority and capacity to purchase

10. Data Protection and Confidentiality: Provisions ensuring compliance with Swiss data protection laws and confidentiality obligations

11. Further Assurance: Obligations to execute additional documents or take further actions if needed

12. Notices: Communication procedures between parties

13. Governing Law and Jurisdiction: Confirmation of Swiss law governance and jurisdiction for disputes

Optional Sections

1. Security Interests: Required if the debt includes any associated security interests or collateral

2. Regulatory Compliance: Needed if the transaction falls under financial market regulations or involves regulated entities

3. Consumer Protection: Required if the debt involves consumer credits or loans

4. Sub-Participation: Include if the agreement allows for sub-participation in the purchased debt

5. Servicing Arrangements: Required if there are ongoing servicing arrangements for the debt

6. Put Option: Include if the seller has the right to repurchase the debt under certain conditions

7. True Sale Provisions: Required for transactions where true sale characterization is crucial

Suggested Schedules

1. Schedule 1 - Debt Schedule: Detailed list and description of all debt being purchased, including amount, interest, and debtor details

2. Schedule 2 - Completion Requirements: List of documents and actions required for completion

3. Schedule 3 - Form of Transfer Notice: Template for notifying debtors of the transfer as required by Swiss law

4. Schedule 4 - Seller's Power of Attorney: Form of power of attorney for post-completion actions

5. Schedule 5 - Due Diligence Documents: List of due diligence documents provided by the seller

6. Schedule 6 - Excluded Claims: List of any claims or rights explicitly excluded from the purchase

7. Appendix A - Original Debt Documentation: Copies of original debt agreements and related documents

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Banking

Financial Services

Debt Collection

Asset Management

Investment Management

Credit Management

Private Equity

Distressed Debt

Corporate Finance

Consumer Finance

Relevant Teams

Legal

Finance

Treasury

Risk Management

Compliance

Credit Management

Portfolio Management

Corporate Finance

Due Diligence

Debt Collection

Investment Management

Transaction Management

Relevant Roles

Chief Financial Officer

Head of Treasury

Portfolio Manager

Credit Manager

Legal Counsel

Compliance Officer

Risk Manager

Investment Director

Debt Collection Manager

Transaction Manager

Corporate Finance Director

Restructuring Manager

Due Diligence Manager

Financial Controller

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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