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Change Of Control Consent Letter Template for Switzerland

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Key Requirements PROMPT example:

Change Of Control Consent Letter

"I need a Change of Control Consent Letter under Swiss law for our tech company's acquisition by a US parent company, with the change expected to complete by March 2025, requiring consent from our three major software licensing partners."

Document background
The Change of Control Consent Letter is a crucial document used in Swiss corporate transactions when a company undergoes significant ownership or control changes. It is typically required when existing contracts contain change of control provisions that mandate obtaining counterparty consent before implementing such changes. The document is essential for compliance with Swiss corporate law, particularly the Code of Obligations, and helps maintain business relationships during ownership transitions. It should be used whenever a company plans a merger, acquisition, or significant ownership restructuring that triggers change of control clauses in existing agreements. The letter typically includes details of the proposed change, the timeline, any conditions attached to the consent, and confirmation that other contractual terms remain unchanged.
Suggested Sections

1. Letter Header: Date, addresses, and reference line identifying the relevant agreement(s)

2. Salutation: Formal greeting to the appropriate contact person

3. Reference to Original Agreement: Clear identification of the agreement(s) for which consent is being sought, including date and parties

4. Description of Proposed Change: Details of the proposed change of control transaction, including identification of current and future controlling entities

5. Consent Request: Formal request for consent to the change of control

6. Confirmation of Other Terms: Statement confirming that all other terms of the original agreement remain unchanged

7. Signature Blocks: Space for signatures of both the requesting party and the consenting party

Optional Sections

1. Timing and Deadlines: Include when there is a specific timeline for the change of control or when consent is needed by a certain date

2. Conditions to Consent: Include when the consent is subject to specific conditions or requirements

3. Confidentiality Statement: Include when the change of control information is sensitive or confidential

4. Regulatory Approval Reference: Include when the change of control requires regulatory approvals

5. Assignment Provisions: Include when specific rights or obligations will be assigned as part of the change of control

Suggested Schedules

1. Corporate Structure Chart: Diagram showing the current and proposed ownership structure after the change of control

2. List of Affected Agreements: If consent is being sought for multiple agreements, detailed list of all relevant agreements

3. Required Regulatory Approvals: List of regulatory approvals required or obtained for the change of control

4. Consent Form: Optional separate signature page or form for the counterparty to formally indicate their consent

Authors

Alex Denne

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

Relevant legal definitions




















Clauses















Relevant Industries

Banking and Financial Services

Insurance

Manufacturing

Technology

Telecommunications

Healthcare

Real Estate

Energy

Retail

Professional Services

Transportation and Logistics

Construction

Media and Entertainment

Pharmaceuticals

Automotive

Relevant Teams

Legal

Corporate Governance

Compliance

Executive Leadership

Mergers & Acquisitions

Business Development

Risk Management

Finance

Corporate Communications

Company Secretariat

Relevant Roles

Legal Counsel

Corporate Secretary

Chief Legal Officer

Chief Executive Officer

Chief Financial Officer

Compliance Officer

General Counsel

Corporate Governance Officer

M&A Director

Business Development Manager

Contract Manager

Risk Manager

Board Member

Managing Director

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

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