The Tranche Loan Agreement is a specialized financing instrument used when funding needs to be provided in staged disbursements, typically for large-scale projects, corporate acquisitions, or expansion initiatives. This Canadian law-governed document establishes the framework for multiple loan disbursements (tranches), each potentially having different conditions, interest rates, or purpose requirements. It's particularly useful when funding needs are tied to project milestones or when borrowers want to optimize interest costs by drawing funds only when needed. The agreement includes comprehensive provisions for drawdown mechanics, conditions precedent for each tranche, security arrangements if applicable, and compliance requirements. It incorporates elements of both federal Canadian banking laws and provincial securities legislation, making it a complex but essential tool for structured financing arrangements.
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1. Parties: Identification of the lender(s), borrower(s), and any guarantors
2. Background: Context of the loan agreement and purpose of the facility
3. Definitions and Interpretation: Defined terms, rules of interpretation, and currency conventions
4. The Facility: Description of the loan facility, total commitment, and tranche structure
5. Purpose: Permitted uses of the loan proceeds
6. Conditions Precedent: Conditions for initial drawdown and subsequent tranches
7. Drawdown Mechanics: Procedures for requesting and making drawdowns of each tranche
8. Interest: Interest rates, calculation periods, and payment provisions
9. Repayment and Prepayment: Terms for scheduled repayments and voluntary/mandatory prepayments
10. Representations and Warranties: Borrower's statements of fact and assurances
11. Covenants: Positive and negative undertakings of the borrower
12. Events of Default: Circumstances constituting default and consequences
13. Changes to Parties: Assignment and transfer provisions
14. Administration: Payment mechanics, calculations, and notices
15. Governing Law and Enforcement: Choice of law, jurisdiction, and enforcement provisions
1. Security: Include when the loan is secured by collateral, detailing security arrangements
2. Guarantees: Include when third-party guarantees are part of the credit support
3. Accordion Feature: Include when there's an option to increase the facility amount
4. Multiple Lenders: Include for syndicated facilities, covering voting rights and administration
5. Market Disruption: Include for floating rate facilities to address market disruption events
6. Increased Costs and Tax Gross-Up: Include for cross-border transactions or when required by lender policy
7. Currency Provisions: Include for multi-currency facilities
8. Subordination: Include when there are multiple tiers of debt
9. Environmental Compliance: Include for projects with environmental risks or requirements
1. Conditions Precedent: Detailed list of required documents and conditions
2. Form of Drawdown Request: Template for requesting drawdowns
3. Repayment Schedule: Detailed schedule of repayment dates and amounts
4. Form of Compliance Certificate: Template for periodic compliance reporting
5. Permitted Security: List of security interests permitted under the agreement
6. Existing Financial Indebtedness: Schedule of borrower's existing debt
7. Form of Transfer Certificate: Template for transferring loan participations
8. Tranche Details: Specific terms and conditions for each tranche
9. Financial Covenants Calculations: Methodology for calculating financial covenants
10. Security Documents: Forms of security documentation if applicable
Relevant legal definitions
Clauses
Relevant Industries
Banking & Financial Services
Real Estate & Construction
Infrastructure
Energy & Resources
Manufacturing
Technology
Healthcare
Transportation & Logistics
Telecommunications
Retail & Consumer Goods
Relevant Teams
Legal
Finance
Treasury
Compliance
Risk Management
Corporate Secretariat
Credit
Operations
Project Management
Due Diligence
Relevant Roles
Chief Financial Officer
Finance Director
Treasury Manager
Corporate Lawyer
Legal Counsel
Risk Manager
Compliance Officer
Corporate Secretary
Financial Controller
Credit Manager
Project Finance Manager
Relationship Manager
Investment Banker
Loan Officer
Due Diligence Officer
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