The Sub Loan Agreement is a specialized financing instrument used when a borrower requires additional funding that ranks junior to existing senior debt. This agreement type is particularly common in complex financing structures where multiple layers of debt exist. The document must carefully balance the interests of both senior and subordinated lenders while complying with U.S. federal regulations and state-specific lending laws. It typically includes detailed provisions on payment waterfalls, subordination mechanisms, and cross-default provisions. The agreement is essential in situations requiring mezzanine financing, acquisition funding, or project finance structures.
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1. Parties: Identification of lender, borrower, and any guarantors
2. Background: Context of the sub loan and relationship to master facility
3. Definitions: Key terms used throughout the agreement including relevant legislation and regulatory requirements
4. Loan Amount and Purpose: Principal amount and intended use of funds
5. Interest Rate and Payments: Interest calculation, payment schedule, and terms in compliance with federal and state usury laws
6. Subordination Provisions: Terms of subordination to senior debt
7. Representations and Warranties: Statements of fact by borrower including compliance with relevant laws and regulations
8. Covenants: Ongoing obligations of the borrower including compliance with BSA and AML requirements
9. Events of Default: Circumstances constituting default
10. Governing Law: Jurisdiction and applicable law
1. Security: Collateral provisions and UCC requirements if loan is secured
2. Guarantees: Terms of any guarantees provided by third parties
3. Insurance Requirements: Required insurance coverage for borrower and/or collateral
4. Tax Provisions: Specific tax-related obligations and treatments
1. Repayment Schedule: Detailed payment amounts and dates
2. Security Details: Description of collateral and security arrangements (if applicable)
3. Form of Drawdown Notice: Standard form for requesting loan disbursements
4. Conditions Precedent Checklist: List of required documents and conditions
5. Senior Facility Terms: Key terms of senior facility affecting subordination
6. Required Regulatory Disclosures: TILA and other mandatory regulatory disclosures
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