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Intercreditor Agreement
"Need an Intercreditor Agreement for a leveraged buyout transaction closing in March 2025, involving senior bank debt of £200M and mezzanine debt of £50M, with standard LMA-based terms and enforcement standstill periods."
1. Parties: Identifies all parties to the agreement including senior creditors, junior creditors, security trustee, and borrower
2. Background: Sets out the context of the financing arrangements and purpose of the agreement
3. Definitions and Interpretation: Defines key terms and interpretation principles
4. Ranking and Priorities: Establishes the ranking of debt and security
5. Payment Provisions: Details payment waterfall and turnover obligations
6. Security Enforcement: Sets out rights and restrictions on enforcement of security
7. Insolvency: Addresses rights and obligations in insolvency scenarios
1. Purchase Options: Rights of junior creditors to purchase senior debt - include when parties want to include buy-out rights
2. Hedging Liabilities: Provisions relating to hedge counterparties - include when hedging arrangements are part of the financing structure
3. New Debt: Provisions for additional debt incurrence - include when future additional debt is contemplated
1. Form of Accession Deed: Template for new parties joining the agreement
2. Form of Resignation Letter: Template for parties leaving the agreement
3. Security Documents: List of security documents subject to the agreement
4. Notice Details: Contact details for all parties
5. Creditor Groups: Detailed breakdown of creditor classifications and holdings
Authors
Additional Creditor
Ancillary Facility
Bank Product Obligations
Borrowing Liabilities
Common Security
Creditor Liabilities
Default
Debt Document
Enforcement Action
Enforcement Date
Event of Default
Finance Document
Finance Parties
Financial Indebtedness
Guarantee Liabilities
Hedge Counterparty
Hedging Liabilities
Insolvency Event
Instructing Group
Intercreditor Liabilities
Junior Creditors
Junior Debt
Liabilities
Majority Creditors
Majority Senior Creditors
Payment Block Event
Permitted Payments
Primary Creditors
Priority Debt
Qualifying Senior Creditor
Recoveries
Secured Obligations
Secured Parties
Security
Security Documents
Security Property
Senior Creditors
Senior Debt
Senior Discharge Date
Senior Facilities Agreement
Standstill Period
Subordinated Creditor
Subordinated Debt
Transaction Security
Trustee Acts
Payment Subordination
Turnover
Enforcement of Security
Standstill
Purchase Rights
Payment Waterfall
Application of Proceeds
Release of Security
Amendments and Waivers
Override
Voting Rights
Default
Insolvency
Redistribution
Notices
Debt Transfer
Security Transfer
New Debt
Hedging
Accession
Resignation
Protection of Subordination
Information Sharing
Costs and Expenses
Indemnities
Governing Law
Jurisdiction
Service of Process
Remedies and Waivers
Counterparts
Third Party Rights
Calculations and Certificates
Partial Invalidity
Inconsistency
Confidentiality
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