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1. Parties: Identification of the lender and borrower with full legal names and addresses
2. Background: Context of the framework agreement and the general relationship between the parties
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation
4. Framework Structure: Overview of how individual loans will be granted under the framework
5. Facility Amount and Purpose: Maximum amount available under the framework and permitted purposes for the loans
6. Drawdown Mechanics: Procedures and conditions for requesting and receiving individual loans
7. Interest and Fees: Interest calculation method, rates, and any applicable fees
8. Repayment Terms: General terms for repayment of loans drawn under the framework
9. Representations and Warranties: Statements of fact and assurances given by the borrower
10. Conditions Precedent: Conditions that must be satisfied before any loan can be drawn
11. Covenants: Ongoing obligations of the borrower during the life of the agreement
12. Events of Default: Circumstances that constitute default and their consequences
13. Security: Overview of any security arrangements for loans under the framework
14. Governing Law and Jurisdiction: Confirmation of Swiss law governance and jurisdiction for disputes
15. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability
1. Syndication Provisions: Required when multiple lenders are or may be involved in the lending structure
2. Tax Provisions: Detailed tax clauses needed when cross-border elements exist or specific tax arrangements apply
3. Currency Provisions: Required when loans may be drawn in multiple currencies
4. Increased Costs and Market Disruption: Needed for longer-term facilities or when market sensitivity is a concern
5. Assignment and Transfer: Detailed provisions needed when transfer of loans or rights is contemplated
6. Consumer Protection Clauses: Required when the borrower might qualify as a consumer under Swiss law
7. Regulatory Compliance: Special provisions needed for regulated borrowers or specific industry requirements
1. Form of Drawdown Request: Standard form for requesting loans under the framework
2. Form of Compliance Certificate: Template for periodic confirmation of compliance with agreement terms
3. Conditions Precedent Documents: List of required documents and conditions for initial and subsequent drawdowns
4. Calculation of Interest and Fees: Detailed methodology for calculating interest and other amounts
5. Security Details: Specific details of security arrangements and collateral
6. Permitted Security Interests: List of security interests allowed under the agreement
7. Form of Transfer Certificate: Standard form for transferring interests in the facility
8. Existing Financial Indebtedness: Schedule of borrower's existing debt obligations
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