The Receivables Pledge Agreement is a key security document used in Swiss financing transactions where a lender requires security over a company's receivables. This agreement is typically entered into in connection with a facility agreement or other principal financing document, where the receivables pledge serves as collateral. The document must comply with Swiss law requirements for creating valid security interests, particularly regarding the specificity of pledged assets and perfection requirements. It is commonly used in both bilateral and syndicated lending arrangements, acquisition finance, and general corporate financing. The agreement becomes especially relevant in industries with significant trade receivables or when a company's main assets consist of claims against third parties. The Swiss law requirements for pledge creation and perfection, including the rules on notification of debtors and enforcement procedures, are specifically addressed in the agreement.
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1. Parties: Identification of the Pledgor and Pledgee (and Security Agent if applicable)
2. Background: Context of the pledge agreement, including reference to underlying facility agreement or other secured obligations
3. Definitions and Interpretation: Definitions of key terms and interpretation rules
4. Secured Obligations: Clear definition of the obligations secured by the pledge
5. Creation of Pledge: Express creation of the pledge over the receivables
6. Perfection and Further Assurance: Requirements for perfecting the pledge and maintaining its validity
7. Representations and Warranties: Pledgor's representations regarding ownership and condition of receivables
8. Covenants: Ongoing obligations of the Pledgor regarding the pledged receivables
9. Enforcement: Rights and procedures for enforcing the pledge upon default
10. Power of Attorney: Appointment of Pledgee as attorney for perfection and enforcement actions
11. Notices: Communication requirements and contact details
12. Governing Law and Jurisdiction: Swiss law as governing law and jurisdiction provisions
1. Parallel Debt: Required if there is a security agent structure in a syndicated facility
2. Bank Accounts: Required if collections accounts are part of the security package
3. Information Rights: Additional reporting requirements beyond standard covenants
4. Security Agent Provisions: Required in syndicated facilities with a security agent structure
5. Priority Arrangements: Required if there are multiple secured parties or ranking arrangements
6. Tax Gross-up: Required if payments under the pledge may be subject to withholding tax
1. Form of Notice of Pledge: Template notice to be sent to third-party debtors
2. Form of Acknowledgment: Template acknowledgment to be signed by third-party debtors
3. List of Pledged Receivables: Detailed description of all pledged receivables including debtor details
4. Form of Supplemental Pledge: Template for pledging additional receivables
5. Designated Accounts: Details of bank accounts for collections if applicable
6. Powers of Attorney: Forms of powers of attorney required for perfection or enforcement
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