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Liquidating Trust Agreement
"I need a Liquidating Trust Agreement under Swiss law for winding down a technology company by March 2025, with specific provisions for handling intellectual property assets and employee claims, where the primary beneficiaries will be a group of venture capital investors."
1. Parties: Identification of the settlor(s), trustee(s), and primary beneficiaries
2. Background: Context of the trust creation, including the purpose of liquidation and any relevant corporate or bankruptcy proceedings
3. Definitions: Key terms used throughout the agreement, including specific Swiss legal terminology
4. Creation of Trust: Formal establishment of the liquidating trust and transfer of assets
5. Purpose and Duration: Specific objectives of the trust and its intended lifespan
6. Trust Assets: Detailed description of assets transferred to the trust for liquidation
7. Powers and Duties of Trustee: Comprehensive list of trustee authorities and responsibilities under Swiss law
8. Liquidation Procedures: Process for converting trust assets to cash or distributable form
9. Distribution Provisions: Rules and procedures for distributing proceeds to beneficiaries
10. Tax Provisions: Tax treatment and responsibilities related to the trust and distributions
11. Reporting Requirements: Trustee's obligations for financial reporting and beneficiary communications
12. Amendment and Termination: Conditions and procedures for modifying or concluding the trust
13. Governing Law and Jurisdiction: Specification of Swiss law application and dispute resolution procedures
1. Successor Trustee Provisions: Procedures for appointing replacement trustees - include when multiple trustees are contemplated or for longer-term liquidations
2. Investment Guidelines: Parameters for managing unliquidated assets - include when immediate liquidation is not possible or advisable
3. Foreign Asset Provisions: Special procedures for handling non-Swiss assets - include when trust contains international assets
4. Creditor Claims Process: Procedures for handling creditor claims - include when trust is created as part of bankruptcy or insolvency
5. Environmental Provisions: Special procedures for environmentally sensitive assets - include when real estate or industrial assets are involved
6. Employee-Related Provisions: Handling of employee claims and obligations - include when trust involves business liquidation
7. Insurance Requirements: Specific insurance obligations - include when trust assets require ongoing insurance coverage
1. Schedule A - Trust Assets: Detailed inventory and description of all assets transferred to the trust
2. Schedule B - Beneficiary Register: List of beneficiaries and their respective interests or claims
3. Schedule C - Liquidation Priority Schedule: Order and priority of asset liquidation and distribution
4. Schedule D - Trustee Compensation: Fee structure and payment terms for trustee services
5. Appendix 1 - Initial Valuation Report: Independent valuation of trust assets at formation
6. Appendix 2 - Form of Beneficiary Certificate: Template for documenting beneficiary interests
7. Appendix 3 - Distribution Procedures: Detailed procedures for calculating and making distributions
8. Appendix 4 - Tax Guidelines: Specific tax compliance procedures and requirements
Authors
Applicable Law
Assets
Beneficiaries
Beneficiary Interest
Business Day
Claims
Commencement Date
Confidential Information
Distribution
Distribution Date
Effective Date
Encumbrance
Final Distribution
Force Majeure
Governing Law
Initial Assets
Liabilities
Liquidating Trust
Liquidation Proceeds
Net Proceeds
Operating Reserve
Parties
Person
Priority of Payments
Professional Fees
Prohibited Person
Record Date
Regulatory Authority
Reserved Matters
Resolution
Settlor
Swiss Business Day
Swiss Franc
Tax
Tax Authority
Term
Territory
Trust Estate
Trust Expenses
Trust Obligations
Trust Period
Trustee
Trustee Indemnified Persons
Valuation Date
Winding Up Date
Asset Transfer
Trustee Appointment
Trustee Powers
Trustee Duties
Trustee Compensation
Liquidation Procedures
Distribution Rights
Beneficiary Rights
Tax Matters
Liability and Indemnification
Confidentiality
Reporting Requirements
Amendment
Termination
Successor Trustee
Investment Powers
Notice Requirements
Dispute Resolution
Force Majeure
Severability
Assignment
Governing Law
Jurisdiction
Compliance
Asset Management
Distribution Mechanics
Reserve Powers
Environmental Matters
Insurance
Record Keeping
Third Party Rights
Regulatory Compliance
Anti-Money Laundering
Communications
Financial Services
Banking
Real Estate
Manufacturing
Retail
Technology
Healthcare
Energy
Construction
Professional Services
Investment Management
Insurance
Mining and Natural Resources
Telecommunications
Legal
Finance
Compliance
Risk Management
Corporate Secretariat
Tax
Treasury
Asset Management
Corporate Governance
Restructuring
Internal Audit
Chief Financial Officer
Corporate Lawyer
Insolvency Practitioner
Trust Administrator
Financial Controller
Liquidation Specialist
Compliance Officer
Risk Manager
Corporate Secretary
Tax Director
Asset Manager
Restructuring Officer
Legal Counsel
Finance Director
Board Member
Trustee
Bankruptcy Administrator
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