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Master Security Agreement
I need a Master Security Agreement under Swiss law for a multinational manufacturing company granting security over various assets including equipment, receivables, and bank accounts to a syndicate of banks, with particular focus on cross-border enforcement provisions.
1. Parties: Identification of the security provider(s) and security taker(s), including registration details
2. Background: Context of the security arrangement and relationship between parties
3. Definitions and Interpretation: Comprehensive definitions including specific Swiss law terms and concepts
4. Grant of Security Interest: Core security interest provisions, creation and perfection requirements
5. Secured Obligations: Definition and scope of the obligations being secured
6. Representations and Warranties: Standard and Swiss law-specific representations regarding collateral and authority
7. Perfection Requirements: Specific actions required under Swiss law to perfect security interests
8. Maintenance of Collateral: Obligations regarding preservation and maintenance of collateral value
9. Enforcement: Enforcement rights and procedures compliant with Swiss law
10. Application of Proceeds: Order of application of enforcement proceeds
11. Power of Attorney: Appointment provisions for enforcement purposes
12. Further Assurance: Obligations to execute additional documents and take further steps
13. Notices: Communication requirements and procedures
14. Assignments and Transfers: Rules for transfer of rights and obligations
15. Amendments and Waivers: Procedures for modifications and waiver of rights
16. Governing Law and Jurisdiction: Swiss law choice and jurisdiction provisions
1. Parallel Debt: Required if security trustee structure is used, though less common under Swiss law
2. Currency Provisions: Required for cross-border transactions involving multiple currencies
3. Tax Provisions: Detailed tax provisions if significant tax implications exist
4. Bank Account Control: Required if bank accounts are part of collateral package
5. Insurance Requirements: Detailed insurance obligations if insurable assets are key collateral
6. Regulatory Compliance: Additional regulatory provisions if parties are regulated entities
7. Intercreditor Provisions: Required if multiple secured creditors are involved
1. Schedule 1 - Security Assets: Detailed description of all assets subject to security interests
2. Schedule 2 - Perfection Requirements: Specific actions required for each type of collateral
3. Schedule 3 - Forms of Notice: Template notices for third parties regarding security interests
4. Schedule 4 - Bank Accounts: List of relevant bank accounts if applicable
5. Schedule 5 - Intellectual Property: Details of IP rights if part of security package
6. Schedule 6 - Real Estate: Details of real property if included as collateral
7. Schedule 7 - Form of Accession Deed: Template for additional parties joining the agreement
8. Appendix 1 - Powers of Attorney: Forms of powers of attorney required under Swiss law
9. Appendix 2 - Security Transfer Agreements: Forms for specific asset transfers if required
Authors
Banking & Financial Services
Investment Management
Real Estate
Manufacturing
Technology
Healthcare
Energy
Infrastructure
Telecommunications
Professional Services
Retail & Consumer Goods
Transportation & Logistics
Legal
Finance
Treasury
Risk Management
Compliance
Corporate Secretariat
Credit
Investment
Corporate Banking
Transaction Management
Portfolio Management
Securities Administration
Chief Legal Officer
General Counsel
Legal Director
Senior Legal Counsel
Legal Counsel
Chief Financial Officer
Finance Director
Treasury Manager
Risk Manager
Compliance Officer
Corporate Secretary
Transaction Manager
Security Trustee
Facility Agent
Credit Manager
Investment Manager
Portfolio Manager
Corporate Banking Manager
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