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Debt Transfer Agreement
"I need a Debt Transfer Agreement for transferring a secured corporate loan of HKD 5 million from our investment firm to a third-party financial institution, with completion planned for March 2025 and including provisions for existing security over the debtor's commercial property."
1. Parties: Identifies the Transferor (current debt holder), Transferee (new debt holder), and Debtor
2. Background: Describes the existing debt arrangement and the intention to transfer
3. Definitions and Interpretation: Defines key terms and establishes interpretation rules
4. Transfer of Debt: Core provision detailing the transfer of rights and obligations
5. Consideration: Specifies the amount and payment terms for the debt transfer
6. Completion: Details the timing and mechanics of the transfer completion
7. Representations and Warranties: Standard warranties from all parties regarding capacity, authority, and debt status
8. Transferor's Continuing Obligations: Specifies any ongoing obligations of the original debt holder
9. Further Assurance: Obligation to execute further documents and take necessary actions
10. Notices: Process for serving notices under the agreement
11. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, etc.
1. Security Transfer: Required if any security interests are being transferred with the debt
2. Conditions Precedent: Include if completion is subject to specific conditions being met
3. Tax Provisions: Required if specific tax arrangements or implications need to be addressed
4. Regulatory Compliance: Include if transfer requires specific regulatory approvals or compliance measures
5. Debtor's Consent: Required if debtor's express consent is necessary for the transfer
6. Partial Transfer Provisions: Include if only part of the debt is being transferred
7. Confidentiality: Include if specific confidentiality obligations are required beyond general provisions
1. Schedule 1 - Debt Details: Detailed description of the debt being transferred, including amount, interest rate, and payment terms
2. Schedule 2 - Existing Security: Details of any security interests associated with the debt
3. Schedule 3 - Completion Requirements: List of documents and actions required for completion
4. Schedule 4 - Form of Notice to Debtor: Template notice informing debtor of the transfer
5. Schedule 5 - Related Documents: List and copies of relevant underlying agreements and documents
6. Appendix A - Payment Schedule: Detailed schedule of any installment payments or payment arrangements
7. Appendix B - Required Consents: Copies of third-party consents required for the transfer
Authors
Business Day
Completion
Completion Date
Consideration
Debt
Debt Documents
Default Interest
Effective Date
Encumbrance
Event of Default
Existing Security
Finance Documents
Governmental Authority
Hong Kong
Interest Rate
Liability
Material Adverse Effect
Original Debt Agreement
Outstanding Amount
Party/Parties
Payment Date
Regulatory Approvals
Related Rights
Secured Assets
Security
Security Documents
Stamp Duty
Transaction Documents
Transfer
Transfer Certificate
Transferee
Transferor
Underlying Documents
Working Day
Transfer of Debt
Consideration
Payment Terms
Security Assignment
Completion
Conditions Precedent
Representations and Warranties
Transferor Obligations
Transferee Obligations
Debtor Acknowledgment
Further Assurance
Stamp Duty
Tax Provisions
Regulatory Compliance
Confidentiality
Data Protection
Assignment
Notices
Amendments
Severability
Waiver
Force Majeure
Entire Agreement
Counterparts
Costs and Expenses
Indemnification
Governing Law
Dispute Resolution
Third Party Rights
Banking & Financial Services
Investment Management
Real Estate
Construction
Manufacturing
Retail
Healthcare
Technology
Energy
Infrastructure
Professional Services
Asset Management
Private Equity
Legal
Finance
Treasury
Risk Management
Compliance
Corporate Secretarial
Credit Management
Investment
Portfolio Management
Transaction Management
Chief Financial Officer
Finance Director
Legal Counsel
Corporate Lawyer
Finance Manager
Credit Manager
Risk Manager
Treasury Manager
Investment Manager
Portfolio Manager
Debt Restructuring Specialist
Commercial Director
Company Secretary
Compliance Officer
Financial Controller
Transaction Manager
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