Project Finance Contract Template for Switzerland

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Key Requirements PROMPT example:

Project Finance Contract

"I need a Project Finance Contract under Swiss law for a renewable energy project in Geneva, with multiple lenders including ECA backing, to finance a 200MW solar plant with construction starting in March 2025."

Document background
The Project Finance Contract is a sophisticated financing agreement used for large-scale projects where the financing is primarily based on the project's cash flows. This document, governed by Swiss law, is essential when structuring limited or non-recourse financing for major infrastructure, energy, or industrial projects. It encompasses detailed provisions for facility terms, security arrangements, project implementation, risk allocation, and monitoring requirements. The agreement must comply with Swiss legal requirements, particularly the Swiss Code of Obligations and Swiss Banking Act, while addressing project-specific considerations. This type of contract is typically used when project assets, rights, and interests serve as security for the financing, and the project's revenue stream is the primary source of repayment.
Suggested Sections

1. Parties: Identification of all contracting parties including lenders, borrowers, sponsors, and any guarantors

2. Background: Context of the project finance transaction, project description, and purpose of the agreement

3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and rules of interpretation

4. Facility and Purpose: Details of the credit facility, loan amount, and permitted uses of the funds

5. Conditions Precedent: Prerequisites that must be satisfied before drawdown of the facility

6. Drawdown Mechanics: Procedures and requirements for requesting and receiving loan disbursements

7. Interest and Fees: Interest calculation, payment terms, and all applicable fees

8. Repayment and Prepayment: Terms for scheduled repayments and voluntary/mandatory prepayments

9. Security Structure: Overview of security package and ranking of security interests

10. Representations and Warranties: Statements of fact and assurances given by the borrower and other parties

11. Covenants: Positive, negative, and financial covenants applicable to the project and borrower

12. Events of Default: Circumstances constituting default and consequences thereof

13. Project Documents: Key project contracts and their requirements

14. Governing Law and Jurisdiction: Confirmation of Swiss law governance and jurisdiction provisions

Optional Sections

1. Construction Phase Provisions: Specific provisions applicable during project construction phase, used when financing includes construction

2. Operation Phase Provisions: Specific provisions for operational phase, used when project is or will be operational

3. Environmental and Social Requirements: Specific environmental and social obligations, used for projects with significant environmental impact

4. Political Risk Insurance: Requirements for political risk coverage, used for projects with significant political risk exposure

5. Intercreditor Provisions: Provisions governing relationships between different classes of creditors, used when multiple lenders are involved

6. Export Credit Agency Provisions: Specific requirements for ECA-backed facilities, used when export credit agencies are involved

7. Islamic Finance Provisions: Shariah-compliant financing provisions, used when Islamic finance is part of the structure

8. Step-in Rights: Provisions allowing lenders to take control of the project, used for critical infrastructure projects

Suggested Schedules

1. Schedule 1 - Lenders and Commitments: Detailed breakdown of lenders and their respective commitments

2. Schedule 2 - Conditions Precedent Documents: List of all required conditions precedent documents

3. Schedule 3 - Form of Drawdown Request: Template for drawdown requests

4. Schedule 4 - Repayment Schedule: Detailed repayment schedule including dates and amounts

5. Schedule 5 - Project Budget: Detailed project cost breakdown and budget

6. Schedule 6 - Security Documents: List and forms of all security documents

7. Schedule 7 - Financial Covenants Calculations: Formulas and methods for calculating financial covenants

8. Schedule 8 - Project Documents: List of all material project documents

9. Schedule 9 - Technical Specifications: Detailed technical requirements for the project

10. Schedule 10 - Insurance Requirements: Required insurance coverage details

11. Appendix A - Construction Timeline: Detailed construction schedule and milestones

12. Appendix B - Environmental and Social Action Plan: Detailed environmental and social compliance requirements

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

Infrastructure

Energy

Renewable Energy

Mining

Oil and Gas

Transportation

Healthcare

Real Estate Development

Telecommunications

Industrial Manufacturing

Waste Management

Water Treatment

Relevant Teams

Legal

Finance

Treasury

Risk Management

Project Management

Commercial

Compliance

Technical

Business Development

Operations

Credit

Investment Banking

Relevant Roles

Chief Financial Officer

Finance Director

Project Finance Manager

Legal Counsel

Project Manager

Risk Manager

Commercial Director

Treasury Manager

Investment Director

Compliance Officer

Technical Director

Senior Banker

Contract Manager

Business Development Director

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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