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Payment Undertaking Agreement Template for Switzerland

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Key Requirements PROMPT example:

Payment Undertaking Agreement

"I need a Payment Undertaking Agreement for a Swiss manufacturing company that will guarantee staged payments totaling CHF 5 million to a German supplier, with payments spread across three installments in 2025 and secured by a parent company guarantee."

Document background
The Payment Undertaking Agreement serves as a critical financial instrument in various commercial contexts, particularly where secure payment commitments are essential. This document type is commonly utilized in trade finance, project finance, and complex commercial transactions where parties seek a robust payment security mechanism under Swiss law. The agreement typically details the nature and scope of the payment obligation, conditions for payment, enforcement mechanisms, and any security arrangements. The choice of Swiss law provides significant advantages due to Switzerland's sophisticated financial laws, stable legal system, and extensive experience in international financial transactions. A Payment Undertaking Agreement is particularly valuable when parties require a more flexible alternative to traditional bank guarantees or standby letters of credit, while still maintaining a high degree of payment security and legal certainty. The document becomes especially relevant in cross-border transactions where Swiss law's neutrality and predictability are highly valued by international parties.
Suggested Sections

1. Parties: Identification of the payment undertaker, beneficiary, and any other relevant parties

2. Background: Context of the payment undertaking, including reference to the underlying transaction or relationship

3. Definitions: Definitions of key terms used throughout the agreement

4. Payment Undertaking: Core undertaking clause specifying the exact nature and scope of the payment obligation

5. Amount and Currency: Specification of the payment amount, currency, and any applicable exchange rate provisions

6. Payment Terms: Timing, method, and conditions for payment, including payment instructions

7. Conditions Precedent: Any conditions that must be satisfied before the payment obligation becomes effective

8. Representations and Warranties: Standard representations and warranties from the payment undertaker

9. Events of Default: Circumstances constituting default and consequences thereof

10. Governing Law and Jurisdiction: Confirmation of Swiss law as governing law and jurisdiction for disputes

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

12. Miscellaneous: Standard boilerplate provisions including severability, amendments, and entire agreement

Optional Sections

1. Security: Required if the payment undertaking is secured by specific assets or guarantees

2. Regulatory Compliance: Needed if the transaction falls under specific banking or financial regulations

3. Tax Provisions: Include when tax implications need specific addressing, particularly in cross-border situations

4. Assignment and Transfer: Include if rights under the agreement may need to be transferred

5. Force Majeure: Include for longer-term payment obligations where external events might affect performance

6. Third Party Rights: Required if any third parties have enforcement rights under the agreement

7. Costs and Expenses: Include if there are specific provisions about who bears transaction costs

8. Confidentiality: Include if sensitive commercial information is involved

Suggested Schedules

1. Payment Schedule: Detailed schedule of payment amounts and dates if multiple payments are involved

2. Form of Payment Demand: Standard form for making payment demands under the agreement

3. Bank Account Details: Specified account details for payments

4. Supporting Documents: List and copies of relevant underlying transaction documents

5. Conditions Precedent Documents: List of required documents to satisfy conditions precedent

6. Form of Compliance Certificate: Standard form for confirming compliance with agreement terms if required

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




































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Relevant Industries

Banking

Financial Services

International Trade

Manufacturing

Construction

Energy

Infrastructure

Real Estate

Mining

Commodities Trading

Transportation

Telecommunications

Relevant Teams

Legal

Finance

Treasury

Risk Management

Compliance

Commercial

Credit

Trade Finance

Project Finance

Banking Operations

Relevant Roles

Chief Financial Officer

Treasury Manager

Finance Director

Legal Counsel

Corporate Lawyer

Commercial Director

Risk Manager

Credit Manager

Transaction Manager

Trade Finance Manager

Financial Controller

Compliance Officer

Project Finance Manager

Senior Banking Executive

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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