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Sale Leaseback Agreement for Switzerland

Sale Leaseback Agreement Template for Switzerland

A Swiss Sale Leaseback Agreement is a sophisticated commercial arrangement where a property owner sells their real estate asset while simultaneously entering into a lease agreement to continue occupying and using the property. This document, governed by Swiss law, combines elements of both sale and lease agreements under the Swiss Code of Obligations and Civil Code. It addresses property transfer requirements, lease terms, maintenance responsibilities, and various regulatory considerations specific to Swiss real estate transactions, including potential Lex Koller implications for foreign investors. The agreement must carefully balance the interests of both parties while ensuring compliance with Swiss property and tenancy laws.

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Sale Leaseback Agreement

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What is a Sale Leaseback Agreement?

Sale Leaseback Agreements are primarily used by companies seeking to free up capital invested in real estate while retaining use of operational properties. This type of arrangement has become increasingly popular in Switzerland as a financial and real estate management tool. The document serves multiple purposes: it transfers property ownership, establishes lease terms, and sets out ongoing responsibilities of both parties. The Sale Leaseback Agreement must comply with Swiss property law, including cantonal regulations and federal requirements such as the Lex Koller for foreign investments. It typically includes detailed provisions on purchase price, lease terms, maintenance obligations, insurance requirements, and potential future purchase options. This structure is particularly valuable for companies looking to improve their balance sheet while maintaining operational continuity, making it a key instrument in corporate real estate strategy.

What sections should be included in a Sale Leaseback Agreement?

1. Parties: Identification of the Seller-Tenant and Buyer-Landlord, including full legal names, registration details, and addresses

2. Background: Context of the transaction, including property overview and business rationale for the sale-leaseback arrangement

3. Definitions: Defined terms used throughout the agreement, including Property, Completion Date, Lease Commencement Date, etc.

4. Sale Agreement: Terms of the property sale, including purchase price, payment terms, and completion mechanics

5. Property Description: Detailed description of the property being sold and leased back, including all relevant land registry details

6. Purchase Price and Payment: Detailed payment terms, including any deposits, payment schedule, and payment mechanics

7. Completion: Process and requirements for completing the sale, including required registrations and notifications

8. Lease Terms: Core lease provisions including term, rent, payment schedule, and use restrictions

9. Maintenance and Repairs: Responsibilities for property maintenance, repairs, and improvements during the lease period

10. Insurance and Liability: Insurance requirements and allocation of liability between parties

11. Representations and Warranties: Warranties regarding property condition, title, and authority to enter into the agreement

12. Termination: Conditions and process for terminating the lease agreement

13. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction for disputes

14. Notices: Process and requirements for formal communications between parties

15. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments

What sections are optional to include in a Sale Leaseback Agreement?

1. Purchase Option: Terms for tenant's option to repurchase the property, included when parties agree to potential future sale back to original owner

2. Environmental Matters: Specific provisions regarding environmental liabilities and compliance, required for industrial or potentially contaminated properties

3. Tax Structure: Detailed tax arrangements and allocations, included for complex commercial transactions with specific tax planning requirements

4. Subletting and Assignment: Terms governing the tenant's right to sublet or assign the lease, included for commercial properties

5. Property Management: Specific provisions regarding property management responsibilities, included for commercial properties requiring active management

6. Development Rights: Terms regarding future development or modification rights, included when property has development potential

7. Foreign Investment Provisions: Specific provisions ensuring compliance with Lex Koller, required when foreign entities are involved

What schedules should be included in a Sale Leaseback Agreement?

1. Property Details: Detailed property description, including plans, land registry excerpts, and technical specifications

2. Lease Terms Schedule: Detailed lease terms including rent calculations, payment schedules, and adjustment mechanisms

3. Condition Survey: Detailed survey of property condition at time of sale

4. Required Repairs: List of any repairs or improvements required as condition of sale or lease

5. Permitted Uses: Detailed description of permitted property uses under the lease

6. Service Charges: Breakdown of service charges and maintenance responsibilities

7. Form of Transfer Deed: Template for property transfer documentation

8. Insurance Requirements: Detailed insurance specifications and requirements

9. Environmental Reports: Environmental assessments and compliance certificates where applicable

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Switzerland

Document Type

Sales Contract

Sector

Sales

Cost

Free to use
Relevant legal definitions


















































Clauses


















































Relevant Industries

Real Estate

Banking and Financial Services

Manufacturing

Retail

Hospitality

Healthcare

Industrial

Logistics

Commercial Property

Investment Management

Insurance

Relevant Teams

Legal

Finance

Real Estate

Treasury

Tax

Risk Management

Operations

Facility Management

Corporate Development

Commercial

Strategy

Compliance

Relevant Roles

Chief Financial Officer

Real Estate Director

Property Manager

Legal Counsel

Corporate Treasurer

Asset Manager

Facility Manager

Investment Director

Tax Manager

Risk Manager

Operations Director

Commercial Director

Chief Executive Officer

Corporate Development Manager

Finance Manager

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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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