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The Inter Corporate Loan Agreement serves as the primary documentation for loans between corporate entities in Switzerland or choosing Swiss law as their governing law. This document is essential when one company seeks to provide financing to another company, whether for working capital, expansion, acquisition, or other corporate purposes. The agreement must comply with Swiss legal requirements, particularly the Swiss Code of Obligations and relevant financial regulations. It includes comprehensive provisions covering loan terms, interest rates, repayment schedules, security arrangements (if any), events of default, and enforcement mechanisms. The document is designed to protect both lender and borrower interests while ensuring clarity and enforceability under Swiss law. It is particularly relevant for domestic Swiss transactions but can also be used for international lending where parties choose Swiss law as the governing law.

1. Parties: Identification and details of the Lender and Borrower, including registration numbers and addresses

2. Background: Context of the loan arrangement and relationship between the parties

3. Definitions: Key terms used throughout the agreement, including financial definitions and Swiss law-specific terms

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

5. Interest: Interest rate, calculation method, payment dates, and default interest provisions

6. Repayment: Terms for repayment of principal, including schedule and prepayment provisions

7. Payments: Payment mechanics, currency, and business day conventions

8. Representations and Warranties: Standard corporate representations and Swiss law-specific confirmations

9. Information Undertakings: Requirements for financial and other information delivery

10. General Undertakings: Borrower's ongoing obligations and restrictions

11. Events of Default: Circumstances constituting default and consequences

12. Changes to Parties: Assignment and transfer provisions

13. Notices: Communication requirements and contact details

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

15. Partial Invalidity: Severability provisions under Swiss law

16. Governing Law and Jurisdiction: Confirmation of Swiss law governance and jurisdiction arrangements