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Loan Note Agreement Template for Ireland

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Key Requirements PROMPT example:

Loan Note Agreement

"I need a Loan Note Agreement under Irish law for a €5 million investment into our technology startup, with quarterly interest payments and the option to convert the notes to equity after January 2025."

Document background
The Loan Note Agreement is a crucial financing document used when a company seeks to raise debt funding through the issuance of loan notes, typically in scenarios involving corporate financing, acquisition funding, or growth capital. This agreement, governed by Irish law, comprehensively documents the terms of the lending arrangement, including the amount being borrowed, interest rates, repayment terms, and any security provided. It's particularly useful for structured finance transactions and when companies prefer debt instruments over traditional bank loans. The document must comply with Irish financial services regulations, companies legislation, and relevant EU directives. Common applications include corporate restructuring, expansion funding, refinancing existing debt, or providing working capital. The agreement can be tailored to accommodate both bilateral and syndicated lending arrangements, with provisions for transferability and trading of the notes if required.
Suggested Sections

1. Parties: Identification of the lender(s) and borrower(s), including full legal names and registered addresses

2. Background: Context of the loan note agreement, including purpose of the loan and any relevant corporate authorizations

3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation

4. Subscription and Issue of Notes: Terms governing the subscription and issuance of the loan notes, including face value and aggregate amount

5. Interest: Interest rate, calculation method, payment dates, and default interest provisions

6. Repayment and Redemption: Terms for repayment of principal, early redemption rights, and mandatory redemption events

7. Representations and Warranties: Standard representations and warranties from both borrower and lender

8. Covenants: Positive and negative covenants binding the borrower during the term of the loan notes

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

10. Transferability: Provisions governing the transfer or assignment of the loan notes

11. Notices: Process and requirements for serving notices under the agreement

12. Governing Law and Jurisdiction: Confirmation of Irish law as governing law and jurisdiction for disputes

13. Execution: Signature blocks and execution formalities

Optional Sections

1. Security: Required if the loan notes are secured against any assets of the borrower

2. Guarantees: Include when there are third-party guarantors for the loan notes

3. Subordination: Required when the loan notes need to be subordinated to other debt

4. Tax Gross-Up: Include when tax gross-up provisions are required for international lenders

5. Conversion Rights: Include if the loan notes are convertible into equity

6. Note Holder Representative: Required when there are multiple noteholders requiring representation

7. Information Rights: Include when lenders require specific information rights beyond standard covenants

8. Registration and Listing: Required if the notes are to be registered or listed on any exchange

Suggested Schedules

1. Form of Note Certificate: Template for the physical note certificates if required

2. Conditions Precedent: List of documents and conditions required before issuance

3. Repayment Schedule: Detailed schedule of repayment dates and amounts

4. Form of Transfer Certificate: Template for documenting transfers of notes between holders

5. Security Documents: Details of any security arrangements and secured assets

6. Financial Covenants: Detailed financial covenants and calculation methodologies

7. Form of Compliance Certificate: Template for periodic compliance certification by borrower

8. Contact Details: Complete contact information for all parties and their representatives

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

Financial Services

Banking

Private Equity

Real Estate

Technology

Manufacturing

Infrastructure

Healthcare

Energy

Telecommunications

Construction

Retail

Professional Services

Relevant Teams

Legal

Finance

Treasury

Corporate Finance

Risk Management

Compliance

Corporate Secretariat

Credit

Investment

Board of Directors

Executive Management

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Corporate Lawyer

Legal Counsel

Investment Manager

Fund Manager

Company Secretary

Financial Controller

Credit Manager

Risk Manager

Compliance Officer

Investment Banker

Corporate Finance Manager

Managing Director

Chief Executive Officer

Board Director

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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