Vereinbarungsdarlehen, Termination Validity, and Usury Protection in Loan Agreement

In a dispute over a loan agreement tied to a share sale, the court affirmed that the transaction constituted a "Vereinbarungsdarlehen" (agreement loan), meaning the usual obligation for the lender to hand over the principal amount did not apply, distinguishing it from a standard loan or debt assumption, and thus rendering the argument concerning a violation of the usury protection in Article 317 OR inapplicable as it pertains to the transfer of assets of dubious value. Furthermore, regarding the loan's termination, the court ruled that although the contract stipulated the lender could not terminate the loan before December 31, 2006, a notice of termination given before that date (in December 2005) was valid, taking effect on the expiration of the minimum term, and for ordinary termination, the default six-week notice period under Article 318 OR applied rather than the twelve-month period stipulated only for extraordinary termination under specific default conditions.