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Secured Loan Note Template for Netherlands

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Key Requirements PROMPT example:

Secured Loan Note

"I need a Secured Loan Note under Dutch law for a €5 million bilateral loan to be secured against commercial real estate in Amsterdam, with a single lender and borrower, to be executed by March 2025."

Document background
A Secured Loan Note is commonly used in the Netherlands for commercial lending transactions where the lender requires security over the borrower's assets. This document type is essential when structuring secured financing under Dutch law, particularly for corporate borrowers seeking substantial funding with asset backing. The Secured Loan Note contains comprehensive provisions covering the loan terms, security package, and enforcement rights, while complying with Dutch security creation and perfection requirements. It includes specific Dutch law mechanisms such as parallel debt structures where multiple lenders are involved, and addresses registration requirements for different types of security interests. The document is typically used for bilateral loans but can be adapted for syndicated facilities, and is particularly relevant for transactions involving Dutch corporate entities or Dutch-situated assets.
Suggested Sections

1. Parties: Identification of the Lender, Borrower, and any Security Agent or other parties

2. Background: Context of the loan arrangement and security package

3. Definitions and Interpretation: Key terms used throughout the document and interpretation rules

4. The Loan: Principal amount, purpose, and drawdown conditions

5. Interest: Interest rate, calculation method, and payment terms

6. Repayment and Prepayment: Repayment schedule, mandatory and voluntary prepayment provisions

7. Security: Creation and terms of security interests, ranking, and perfection requirements

8. Representations and Warranties: Standard and security-specific representations by the Borrower

9. Covenants: Positive and negative obligations of the Borrower

10. Events of Default: Circumstances constituting default and consequences

11. Enforcement: Rights and procedures for enforcing security upon default

12. Changes to Parties: Transfer and assignment provisions

13. Payment Mechanics: Payment procedures, currency, and set-off rights

14. Notices: Communication requirements and contact details

15. Calculations and Certificates: Basis for financial calculations and certifications

16. General Provisions: Miscellaneous legal provisions including partial invalidity and remedies

17. Governing Law and Jurisdiction: Dutch law as governing law and jurisdiction provisions

Optional Sections

1. Security Agent Provisions: Required when a security agent is appointed to hold security on behalf of multiple lenders

2. Parallel Debt: Required under Dutch law when security is granted to a security agent

3. Tax Gross Up and Indemnities: Detailed tax provisions if cross-border elements exist

4. Increased Costs: Provisions for regulatory changes affecting the lender's costs

5. Market Disruption: Provisions for handling interest rate benchmark disruptions

6. Multiple Currencies: Required if the loan can be drawn in multiple currencies

7. Subordination Provisions: Required if there are multiple creditors with different rankings

8. Financial Covenants: Detailed financial maintenance covenants if required for the transaction

Suggested Schedules

1. Loan Terms: Detailed terms including amount, interest rate, repayment schedule

2. Security Details: Specific description of secured assets and security rights

3. Conditions Precedent: Documents and conditions required before drawdown

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

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

6. Security Registration Requirements: Details of required security registrations and filings

7. Addressees for Notices: Contact details for all parties

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

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 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

Real Estate

Infrastructure

Energy

Manufacturing

Technology

Healthcare

Transportation

Agriculture

Construction

Retail

Mining

Telecommunications

Relevant Teams

Legal

Finance

Treasury

Credit Risk

Compliance

Operations

Corporate Banking

Loan Administration

Security Administration

Transaction Management

Portfolio Management

Relevant Roles

Chief Financial Officer

Treasury Manager

Finance Director

Legal Counsel

Corporate Lawyer

Loan Officer

Credit Manager

Risk Manager

Transaction Manager

Security Trustee Officer

Compliance Officer

Financial Controller

Account Manager

Portfolio Manager

Debt Finance Manager

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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