Debtor In Possession Loan Agreement Template for Germany

The Debtor in Possession Loan Agreement is a critical instrument in German insolvency proceedings, utilized when a company requires new financing while undergoing restructuring or reorganization under the Insolvenzordnung (German Insolvency Code). This document becomes relevant when a company has filed for insolvency but maintains control of its operations under court supervision. It establishes the terms for new financing, including loan amount, interest rates, repayment terms, security arrangements, and specific provisions required by German insolvency law. The agreement must comply with both German banking regulations and insolvency law requirements, including obtaining necessary court approvals. It typically includes provisions for priority status of the new financing, detailed reporting requirements, and specific covenants tailored to the insolvency context.

1. Parties: Identification of the borrower (including insolvency administrator/custodian status), lender(s), and any other key parties

2. Background: Context of the insolvency proceedings, purpose of the DIP facility, and relevant court orders

3. Definitions and Interpretation: Key terms used in the agreement, including German law-specific terminology

4. The Facility: Amount, purpose, and nature of the loan facility

5. Conditions Precedent: Requirements to be met before drawdown, including court approvals

6. Drawdown: Procedures and requirements for utilizing the facility

7. Interest: Interest rates, calculation periods, and payment terms

8. Repayment: Terms and schedule for repayment of the facility

9. Security: Security arrangements and priority status of the DIP loan

10. Representations and Warranties: Statements of fact by the borrower, modified for insolvency context

11. Covenants: Positive and negative obligations of the borrower

12. Events of Default: Circumstances allowing acceleration, modified for insolvency context

13. Changes to Parties: Rules for assignments and transfers

14. Administration: Operational aspects of the facility

15. Notices: Communication requirements and methods

16. Governing Law and Jurisdiction: German law provisions and jurisdiction clauses