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Subordinate Loan Agreement Template for Ireland

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Key Requirements PROMPT example:

Subordinate Loan Agreement

"I need a Subordinate Loan Agreement under Irish law for a €5 million facility between three private lenders and a technology company, with the loan to be subordinated to an existing €20 million senior facility maturing in March 2025."

Document background
A Subordinate Loan Agreement is utilized when parties wish to establish a lending arrangement where the lender's claims are contractually subordinated to senior debt obligations. This document is particularly relevant in Irish corporate financing scenarios, including acquisition financing, corporate restructuring, or project finance. The agreement must comply with Irish legal requirements, including the Companies Act 2014 and relevant financial services regulations. The document typically contains detailed provisions regarding the ranking of debt, payment restrictions, events of default, and intercreditor relationships. It's especially important in situations where companies have multiple layers of debt or when implementing complex financing structures that require clear hierarchical arrangements between different classes of creditors.
Suggested Sections

1. Parties: Identification of the Lender, Borrower, and any guarantors or security providers

2. Background: Context of the loan arrangement and its subordinated nature

3. Definitions and Interpretation: Defined terms, construction rules, and interpretation principles

4. The Facility: Core loan terms including amount, purpose, and availability

5. Subordination Provisions: Terms establishing the subordinated nature of the loan and ranking relative to senior debt

6. Interest: Interest calculation, periods, and payment provisions

7. Repayment and Prepayment: Terms for scheduled repayment and voluntary/mandatory prepayment

8. Representations and Warranties: Borrower's statements regarding its status, capacity, and circumstances

9. Information Covenants: Obligations to provide financial and other information

10. General Covenants: Positive and negative undertakings of the Borrower

11. Events of Default: Circumstances constituting default and consequences

12. Changes to Parties: Assignment and transfer provisions

13. Administration: Payment mechanics, calculations, and notices

14. Governing Law and Jurisdiction: Irish law as governing law and jurisdiction provisions

Optional Sections

1. Security: Include when the subordinated loan is secured by any assets

2. Guarantees: Include when there are third-party guarantors

3. Intercreditor Provisions: Include when there are multiple creditors requiring formal ranking arrangements

4. Tax Gross-Up and Indemnities: Include for cross-border lending or when tax implications are significant

5. Increased Costs and Illegality: Include for longer-term loans or when regulatory changes might impact the loan

6. Set-off: Include when set-off rights are specifically required

7. Multiple Lenders: Include when the loan involves multiple lenders or syndication provisions

8. Currency Provisions: Include when the loan involves multiple currencies

Suggested Schedules

1. Conditions Precedent: List of required documents and conditions for loan drawdown

2. Form of Drawdown Request: Template for requesting loan disbursements

3. Form of Transfer Certificate: Template for transferring loan participations

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

5. Financial Covenants: Detailed financial ratios and calculations

6. Form of Compliance Certificate: Template for periodic compliance certification

7. Existing Security: Details of any existing security arrangements

8. Form of Accession Deed: Template for new parties joining the agreement

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

Financial Services

Private Equity

Real Estate

Infrastructure

Manufacturing

Technology

Healthcare

Energy

Construction

Telecommunications

Relevant Teams

Legal

Finance

Treasury

Corporate Development

Risk Management

Compliance

Credit

Corporate Banking

Investment

Operations

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Corporate Lawyer

Legal Counsel

Investment Manager

Credit Risk Manager

Debt Fund Manager

Transaction Manager

Corporate Banking Manager

Restructuring Officer

Financial Controller

Company Secretary

Compliance Officer

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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