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Intercreditor Agreement Template for Qatar

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Key Requirements PROMPT example:

Intercreditor Agreement

I need an intercreditor agreement that outlines the rights and obligations of senior and junior lenders in a syndicated loan structure, ensuring clear priority of claims and enforcement actions, with provisions for payment waterfalls and voting rights in case of borrower default.

What is an Intercreditor Agreement?

An Intercreditor Agreement sets the ground rules between multiple lenders who provide financing to the same borrower in Qatar. It's like a roadmap that establishes who gets paid first, who has priority over which assets, and how decisions about the borrower will be made.

Under Qatar's Commercial Code and banking regulations, these agreements help prevent conflicts between senior and junior lenders, especially during debt restructuring or default situations. They spell out essential details like payment waterfalls, enforcement rights, and how collateral will be shared - making them crucial for complex financing deals in Qatar's growing project finance and real estate sectors.

When should you use an Intercreditor Agreement?

Use an Intercreditor Agreement when multiple lenders are financing the same project or borrower in Qatar. This becomes essential in large infrastructure projects, real estate developments, or corporate financings where both Islamic and conventional banks are involved, or when mixing senior loans with mezzanine financing.

The timing is critical - put this agreement in place before closing any multi-lender transaction. Qatar's banking regulations require clear documentation of lender priorities, particularly when Shariah-compliant facilities are combined with conventional loans. This helps avoid costly disputes later, especially if the borrower faces financial difficulties or needs to restructure their debt.

What are the different types of Intercreditor Agreement?

  • Senior-Subordinated Structure: Common in Qatar's project finance deals, establishing clear payment hierarchies between primary and secondary lenders
  • Pari Passu Arrangements: Used when multiple lenders share equal ranking, particularly in syndicated Islamic financing deals
  • Bilateral-Multilateral Mix: Coordinates between international development banks and local Qatari lenders, especially in infrastructure projects
  • Islamic-Conventional Hybrid: Specifically designed to align Shariah-compliant facilities with conventional lending structures
  • Asset-Based Variations: Tailored for specific collateral types under Qatar's security laws, commonly used in real estate and equipment financing

Who should typically use an Intercreditor Agreement?

  • Senior Lenders: Usually major Qatari banks or international financial institutions who hold first-priority claims on the borrower's assets
  • Junior/Mezzanine Lenders: Secondary financiers who accept subordinated positions in exchange for higher returns
  • Legal Counsel: Both internal bank lawyers and external Qatari law firms who draft and negotiate the agreement terms
  • Corporate Borrowers: Companies or project vehicles receiving multiple layers of financing
  • Security Agents: Financial institutions managing collateral and enforcing security rights on behalf of multiple lenders under Qatar's security laws

How do you write an Intercreditor Agreement?

  • Lender Details: Gather full legal names, contact information, and financing amounts from all participating lenders
  • Loan Structure: Document the priority rankings, payment waterfalls, and any Shariah-compliant requirements
  • Security Package: List all collateral assets and their allocation among lenders under Qatar's security laws
  • Enforcement Rights: Define each lender's ability to take independent action during defaults
  • Compliance Check: Ensure alignment with Qatar Central Bank regulations and Shariah principles where applicable
  • Signature Authority: Verify authorized signatories and obtain necessary corporate approvals from all parties

What should be included in an Intercreditor Agreement?

  • Ranking Provisions: Clear hierarchy of lenders' rights and priority of payments under Qatar's Commercial Code
  • Security Sharing: Detailed mechanisms for sharing and enforcing security interests under local law
  • Payment Waterfall: Specific order of distributions and allocation of proceeds among creditors
  • Enforcement Protocol: Procedures for taking action against defaulting borrowers, including Shariah-compliant remedies
  • Standstill Provisions: Restrictions on individual creditor actions during specified periods
  • Governing Law: Express choice of Qatar law and jurisdiction clauses
  • Amendment Rules: Clear procedures for modifying agreement terms with proper consent levels

What's the difference between an Intercreditor Agreement and a Bond Issuance Agreement?

Let's compare an Intercreditor Agreement with a Bond Issuance Agreement in Qatar's financial landscape. While both deal with debt financing, they serve distinctly different purposes in complex financial transactions.

  • Primary Function: Intercreditor Agreements manage relationships between multiple lenders, while Bond Issuance Agreement governs the relationship between bond issuer and bondholders
  • Party Structure: Intercreditor Agreements involve multiple banks or financing institutions lending to one borrower, whereas Bond Issuance Agreements typically involve one issuer and multiple bondholders
  • Enforcement Mechanisms: Intercreditor Agreements focus on lender priority and collective enforcement rights, while Bond Issuance Agreements outline payment terms and bondholder protections
  • Regulatory Framework: Bond Issuance Agreements must comply with Qatar Financial Markets Authority requirements, while Intercreditor Agreements primarily follow Qatar Central Bank regulations and commercial banking laws

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