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Practical Lending & Security Precedents
Disk version is a set of Word documents. It does not include introductions and commentaries. Complete Index as at Release 44 – August 2011A: Facility DocumentsRichard Talbot, Partner, K&L Gates LLP A1 Syndicated multi-currency cash advance facility agreement [with guarantee by group companies] A2 Financial undertakings A3-1 Provisions for security A3-2 Provisions for acquisition of company A3-3 Provisions for disposals A4 Guarantee and bond issuance facility A5 Sterling loan facility agreement, single bank A6 Facility letter for sterling loan facility by single bank [with provisions for property purchase and/or development] A7 Facility letter for sterling overdraft facility A8 Simple loan letter A9 Term sheet (illustration) A10 Fee letter A11 Facility Amendment Agreement B: DebenturesGillian Smith, Partner, SJ Berwin B1 Debenture (Long form) B2 Debenture (Short form) B3 Letter of non-crystallisation B4 Release C: Security on LandAndrew Hill, Partner, SNR Denton C1 Legal charge created by a company securing all moneys. Variation where the charge includes a charge on rental income and a floating charge. C2 Legal charge created by an individual securing all moneys. Variations where the charge includes a charge on the goodwill and book debts of the borrower’s business and a charge on rental income. C3 Legal charge created by a company securing a fixed sum. Variation where the charge includes a charge on rental income and a floating charge. C4 Third party legal charge on freehold or leasehold property securing all moneys where the third party is a company. (Variation to include a floating charge and a charge on rental income) C5 Legal charge created by an individual to secure all moneys where the property is occupied and the occupier postpones his interest. C6 Deed of waiver (individual) C7 Deed of waiver (company) C8 Certificate of title Lender’s standard requirements where the borrower is acquiring the property or already owns the property C9a Schedule of immediate requirements and undertaking (where the borrower is acquiring the property) C9b Schedule of completion requirements (where the borrower is acquiring the property) C9c Schedule of immediate requirements where the borrower or mortgagor already owns the property C9d Schedule of completion requirements (where the borrower or mortgagor already owns the property) Consent to dealing C10a Lender’s consent to the grant of a lease or leases by the borrower C10b Lender’s consent to the grant of a registrable lease or leases by the borrower when the property is registered C11 Deed of release where all the mortgagee’s security is being released Receipt of notice of subsequent mortgage C12a Notice to prior mortgagee C12b Receipt of notice of subsequent mortgage C13a Collateral warranty (1) C13b Collateral warranty (2) C14 Rent account deed C15 Equitable charge on agreement C16 Short form legal charge D: Security over Assets other than LandJames Campbell, Partner, Jones Day D1 Charge over shares and securities D2 Assignment of deposit D3 Charge on deposit D4 Set off agreement D5 Assignment of insurance policy D6 Letter of pledge E: Security over Intellectual PropertyIntroduction updated by David Latham, Partner, Hogan Lovells International LLP E1 Deed of mortgage of intellectual property E2 Deed of assignment of thing in action E3 Notice of assignment E4 Pledgeholder’s letter E5 Access letter E6 Basic checklist E7 Patent Office Notice of Mortgage Form 21/77 (not on disk) E8 Registered Designs Office Notice of Mortgage of Registered Design Form 12A (not on disk) F: Guarantees and IndemnitiesCharles Morrison, Partner, DLA Piper UK LLP F1 Guarantee and indemnity by a single corporate guarantor - amended F2 Composite guarantee and indemnity - amended F3 Short form guarantee and indemnity - amended F4 Comfort letter—non-binding - amended F5 Comfort letter—binding - amended F6 Guarantee and indemnity by an individual - amended F7 Draft standby letter of credit - amended G: Debt InstrumentsAlex Gibson, Partner, K&L Gates LLP G1 Short form loan note instrument G2 Full form variable rate unsecured loan stock H: Subordination and PrioritiesAndrew Besser, Partner, Addleshaw Goddard H1 Deed of Subordination (1) H2 Deed of Subordination (2) H3 Deed of Priorities H4 Deed of Postponement I: Assignment and Participation of LoansJonathan Lawrence, Partner, K&L Gates LLP I1 Assignment (fully drawn unsecured bilateral loan) I2 Assignment (fully drawn secured bilateral loan) I3 Assignment (of a participation in a fully drawn unsecured syndicated loan) I4 Novation agreement (of partially drawn unsecured bilateral loan) I5 Novation agreement (of partially drawn unsecured syndicated loan) I6 Participation agreement (funded participation) I7 Participation agreement (risk participation) I8 Participation agreement (master funded participation) I9 Assignment clause for an unsecured syndicated loan with transfer certificate I10 Transfer certificate (relating to a secured syndicated loan) I11 Transfer certificate (relating to an unsecured syndicated loan) J: Rescheduling and StandstillsGeoffrey L Wynne, Partner, Denton Hall J1 Initial standstill letter J2 Refinancing agreement (longer-term standstill agreement) J3 Inter-bank agreement K: DerivativesAndrew V. Petersen, Partner, K&L Gates LLP K1 ISDA 1992 Master Agreement (Multi-currency — Cross Border) (not on disk) K2 ISDA Pro forma Schedule to the ISDA 1991 Master Agreement (Multi-currency — Cross Border) (not on disk) K3 ISDA 2002 Master Agreement (not on disk) K4 Pro forma Schedule to the ISDA 2002 Master Agreement (not on disk) K5 Precedent Schedule in relation to a 1992 or 2002 Master Agreement being entered into in connection wth a loan agreement K6 Pro forma Confirmation (short form) in relation to an interest rate swap to be entered into in connection with a loan agreement L: Equipment LeasingFrancis Sergejew, Senior Solicitor, Lombard North Central PLC L1 Hire Purchase agreement for corporate hirers L2 Finance lease agreement for corporate lessees L3 Operating Lease for corporate lessees M: Ship FinanceGraham Bowtle, Consultant, Steele Raymond LLP, and Julian Fenn, Partner, Steele Raymond LLP M1 Royal Yachting Association agreement for sale (not on disk) M2 Royal Yachting Association Bill of Sale (not on disk) M3 Notice of Mortgage Intent (not on disk) M4 Mortgage of a ship to secure account current etc/other obligation (not on disk) M5 Mortgage of a ship to secure principal sum and interest (not on disk) M6 Deed of Covenant M7 Letter of undertaking-Hull brokers M8 Hire purchase agreement M9 Ship Registration (not on disk) M10 Inter lender agreement N: Checklists, Minutes and OpinionsRichard Hardwick, Partner, K&L Gates LLP N1-1 Checklist for lending N1-2 Checklist for taking security - amended N1-3 Checklist for taking a guarantee N1-4 Checklist for advising guarantor N1-5 Checklist for security review - amended N1-6 Checklist for a ship finance transaction Execution of deeds N2-1 Execution of deeds by a company N2-2 Execution of debentures and charges N2-3 Execution of deeds by an individual N2-4 Execution by an attorney N2-5 Execution by overseas company Minutes and resolutions N3-1 Board minutes for borrowing loan facility [with variations for giving security] - amended N3-2 Director’s certificate N3-3 Board minutes relating to a guarantee of a loan facility - amended N3-4 Shareholders’ resolution approving guarantee Legal opinions N4-1 English legal opinion N4-2 English legal opinion — provisions concerning security N4-3 Requested form of legal opinion Law and jurisdiction N5-1 Law and jurisdiction clause |
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