Loss Share Agreement Template for Germany

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Key Requirements PROMPT example:

Loss Share Agreement

"I need a Loss Share Agreement under German law between Deutsche Bank AG and Commerzbank AG for sharing losses on a €500M commercial loan portfolio, with an 80:20 loss sharing ratio and quarterly reporting requirements, to be effective from March 1, 2025."

Document background
Loss Share Agreements are crucial risk management tools in the German financial and commercial sectors, particularly used in situations where parties wish to distribute potential losses arising from specific assets, portfolios, or business activities. These agreements are commonly implemented in loan portfolio transfers, asset securitizations, or joint venture arrangements where risk sharing is essential. The Loss Share Agreement establishes detailed mechanisms for identifying, calculating, and allocating losses between participating parties, while ensuring compliance with German regulatory requirements, including the German Banking Act (KWG) and Civil Code (BGB). The document typically includes specific triggers for loss sharing events, calculation methodologies, payment procedures, and reporting obligations. It's particularly relevant in the context of German financial institution partnerships, asset sales, and risk mitigation strategies, where clear allocation of potential losses is crucial for transaction success.
Suggested Sections

1. Parties: Identification of the participating entities entering into the loss share arrangement

2. Background: Context of the agreement and description of the underlying transaction or relationship

3. Definitions: Defined terms used throughout the agreement, including financial and technical terms

4. Scope of Loss Sharing: Definition of covered losses and extent of sharing arrangements

5. Loss Share Mechanics: Detailed procedures for calculating and allocating losses between parties

6. Payment and Settlement: Terms and procedures for settling loss share payments

7. Reporting Requirements: Obligations for loss reporting, documentation, and information sharing

8. Representations and Warranties: Standard and specific representations by each party

9. Covenants: Ongoing obligations of the parties during the agreement term

10. Events of Default: Circumstances constituting default and consequences

11. Term and Termination: Duration of the agreement and termination provisions

12. Confidentiality: Protection of confidential information and data

13. Governing Law and Jurisdiction: German law as governing law and jurisdiction provisions

14. Miscellaneous: Standard boilerplate provisions including notices, amendments, and assignment

Optional Sections

1. Regulatory Compliance: Specific provisions for regulatory requirements when parties are regulated entities

2. Third-Party Rights: Rights of third parties when the loss share arrangement affects external stakeholders

3. Security Arrangements: Additional security or collateral provisions if required for the loss sharing

4. Tax Provisions: Specific tax treatment and allocations when tax implications are significant

5. Step-In Rights: Rights to step into underlying arrangements in case of default, if applicable

6. Force Majeure: Provisions for extraordinary events affecting loss sharing obligations

Suggested Schedules

1. Schedule 1 - Loss Calculation Methodology: Detailed mathematical formulas and procedures for calculating shared losses

2. Schedule 2 - Form of Loss Notice: Standard template for notifying losses under the agreement

3. Schedule 3 - Reporting Templates: Standard forms for periodic reporting of loss-related information

4. Schedule 4 - Eligible Assets/Transactions: List or description of assets or transactions covered by the loss sharing

5. Schedule 5 - Contact Details: Contact information for notices and operational matters

6. Appendix A - Initial Loss Estimates: Initial calculations or estimates of potential losses if available

7. Appendix B - Compliance Requirements: Specific regulatory or compliance requirements applicable to the arrangement

Authors

Alex Denne

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

Relevant legal definitions
Clauses
Relevant Industries

Banking

Financial Services

Insurance

Investment Management

Real Estate

Private Equity

Asset Management

Corporate Finance

Debt Collection

Loan Servicing

Relevant Teams

Legal

Risk Management

Finance

Compliance

Treasury

Portfolio Management

Credit Risk

Operations

Structured Finance

Transaction Management

Investment Management

Asset Management

Relevant Roles

Chief Risk Officer

Chief Financial Officer

Legal Counsel

Risk Manager

Portfolio Manager

Compliance Officer

Financial Controller

Treasury Manager

Corporate Lawyer

Investment Manager

Asset Manager

Transaction Manager

Credit Risk Analyst

Managing Director

Head of Structured Finance

Director of Operations

Industries
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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