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Inter Credit Agreement Template for England and Wales

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Key Requirements PROMPT example:

Inter Credit Agreement

"Need an Inter Credit Agreement to establish priority and security sharing arrangements between a senior bank lender and three mezzanine lenders for a £50M real estate development financing closing in March 2025."

Document background
The Inter Credit Agreement is essential in complex financing structures where multiple lenders provide different types of debt to a borrower. Under English and Welsh law, it establishes clear rules for creditor ranking, security sharing, and enforcement rights. This document is particularly crucial in situations involving syndicated loans, mezzanine financing, or structured debt arrangements. It provides certainty to all parties regarding their respective rights and obligations, especially in scenarios of default or restructuring.
Suggested Sections

1. 1. Parties: Identification of all creditors and their roles in the intercreditor arrangement

2. 2. Background: Context of the credit arrangements, existing facilities, and purpose of the intercreditor agreement

3. 3. Definitions: Key terms used throughout the agreement including facility-specific definitions and creditor classifications

4. 4. Ranking and Priority: Order of priority between creditors, including payment waterfall and security rankings

5. 5. Payment Provisions: Terms governing payments, distribution mechanisms, and sharing arrangements between creditors

6. 6. Enforcement: Rights and procedures for enforcement, including collective enforcement mechanisms

7. 7. Representations and Warranties: Standard creditor representations and ongoing obligations

Optional Sections

1. Security Sharing: Terms governing the sharing of security interests between creditors, including enforcement and proceeds distribution

2. Standstill Provisions: Terms preventing individual creditor enforcement actions and establishing collective action requirements

3. Subordination Provisions: Specific terms for subordinating certain categories of debt to others, including payment restrictions

Suggested Schedules

1. Schedule 1 - Form of Accession Deed: Standard form template for new creditors to accede to the agreement

2. Schedule 2 - Form of Resignation Letter: Template for creditors to resign from the arrangement

3. Schedule 3 - Existing Facilities: Detailed list and terms of all existing credit facilities covered by the agreement

4. Schedule 4 - Security Documents: Comprehensive list and details of all security arrangements and their rankings

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions











































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Industries

Companies Act 2006: Primary legislation governing corporate borrowing, security arrangements, and directors' duties and authority to enter into credit arrangements. Key for establishing the legal framework of corporate lending.

Law of Property Act 1925: Fundamental legislation concerning property law, particularly relevant for security arrangements and the requirements for creation and registration of charges in lending agreements.

Financial Services and Markets Act 2000: Establishes the regulatory framework for financial services in the UK, including requirements for regulated activities and financial transactions.

Consumer Credit Act 1974: While primarily focused on consumer lending, may be relevant if any consumer credit elements are involved in the inter-credit arrangement.

FCA Regulations: Regulatory guidelines and requirements set by the Financial Conduct Authority, particularly important if any parties are FCA regulated entities.

Basel Accords: International banking regulations affecting capital requirements and risk management, particularly relevant if banks are parties to the agreement.

Insolvency Act 1986: Legislation governing insolvency proceedings, creditor rights, and priority of payments in case of default or bankruptcy.

Common Law Contract Principles: Fundamental principles of English contract law including formation, consideration, and enforceability that underpin all contractual arrangements.

Companies House Registration Requirements: Statutory requirements for registering charges and other security interests with Companies House to ensure legal validity and priority.

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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