Loan Facility Agreement Template for Switzerland

The Loan Facility Agreement serves as the primary documentation for lending arrangements in Switzerland, establishing the legal framework for financial institutions to provide credit facilities to borrowers. This document is essential when a lender agrees to make available to a borrower a loan facility, whether it be a term loan, revolving credit facility, or mixed facility. The agreement must comply with Swiss banking regulations, the Code of Obligations, and other relevant financial services laws. It contains detailed provisions covering facility terms, drawdown mechanics, repayment obligations, security arrangements (if applicable), and the rights and obligations of all parties involved. The Loan Facility Agreement is particularly crucial for corporate financing, project finance, and general commercial lending activities in the Swiss market, providing legal certainty and clear procedural frameworks for both lenders and borrowers.

1. Parties: Identification of lender(s) and borrower(s) with full legal names and addresses

2. Background: Context of the facility and purpose of the loan

3. Definitions and Interpretation: Defined terms, rules of interpretation, and currency calculations

4. The Facility: Core terms including facility amount, purpose, and availability period

5. Conditions Precedent: Documents and conditions required before drawdown

6. Utilisation: Process and requirements for drawing down the facility

7. Repayment: Terms of repayment including scheduled repayments and final maturity

8. Prepayment and Cancellation: Voluntary and mandatory prepayment provisions

9. Interest: Interest calculation, periods, and payment terms

10. Fees: All applicable fees including arrangement, commitment, and prepayment fees

11. Tax Gross Up and Indemnities: Tax provisions and related indemnities

12. Increased Costs: Provisions for dealing with changes in costs due to regulatory changes

13. Representations: Borrower's representations and warranties

14. Information Undertakings: Requirements for financial and other information

15. General Undertakings: Borrower's positive and negative covenants

16. Events of Default: Circumstances constituting default and consequences

17. Changes to Parties: Transfer and assignment provisions

18. Payment Mechanics: Payment procedures, timing, and currency provisions

19. Set-off: Rights of set-off under Swiss law

20. Notices: Communication methods and contact details

21. Calculations and Certificates: Basis for calculations and evidential value of certificates

22. Partial Invalidity: Severability provisions

23. Remedies and Waivers: Rights, remedies, and waiver provisions

24. Amendments and Waivers: Process for making changes to the agreement

25. Governing Law and Enforcement: Swiss law as governing law and jurisdiction provisions