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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."
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
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
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
Banking
Financial Services
Real Estate
Infrastructure
Energy
Manufacturing
Technology
Healthcare
Transportation
Agriculture
Construction
Retail
Mining
Telecommunications
Legal
Finance
Treasury
Credit Risk
Compliance
Operations
Corporate Banking
Loan Administration
Security Administration
Transaction Management
Portfolio Management
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
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