Loss Share Agreement Template for Ireland

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Key Requirements PROMPT example:

Loss Share Agreement

"I need a Loss Share Agreement under Irish law for a bank acquisition where my institution (ABC Bank) will be acquiring a distressed loan portfolio from XYZ Bank, with the transaction scheduled to complete by March 2025. The agreement should include specific provisions for commercial real estate loans and detail a 80:20 loss sharing ratio."

Document background
Loss Share Agreements are crucial instruments in financial risk management and restructuring operations under Irish law. These agreements are commonly utilized when financial institutions or other entities need to share or transfer the risk of potential losses on specific assets or portfolios. The Loss Share Agreement establishes a framework for risk allocation, typically defining covered assets, loss calculation methodologies, and payment mechanisms. It's particularly relevant in scenarios such as bank acquisitions, portfolio transfers, or financial institution restructuring, where risk sharing can facilitate transactions that might otherwise be too risky for a single party. The document must comply with Irish financial services regulations, including Central Bank requirements and European Union directives applicable in Ireland. It includes detailed provisions for monitoring, reporting, and risk management, ensuring transparency and regulatory compliance throughout the agreement's duration.
Suggested Sections

1. Parties: Identifies and defines the parties entering into the loss share agreement

2. Background: Sets out the context and purpose of the agreement, including relevant business relationship between the parties

3. Definitions: Defines key terms used throughout the agreement, including financial and technical terms specific to loss sharing

4. Scope of Loss Share: Defines the specific assets, portfolios, or transactions covered by the loss sharing arrangement

5. Loss Share Mechanism: Details the specific methodology for calculating and allocating losses between parties

6. Payment and Settlement: Procedures and timelines for making loss share payments between parties

7. Reporting Requirements: Specifies the reporting obligations of each party, including frequency and content of reports

8. Risk Management: Outlines required risk management practices and controls

9. Representations and Warranties: Standard and specific representations made by each party

10. Term and Termination: Duration of the agreement and circumstances under which it can be terminated

11. Confidentiality: Provisions regarding the treatment of confidential information

12. Governing Law and Jurisdiction: Specifies Irish law as governing law and jurisdiction for disputes

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

Optional Sections

1. Regulatory Compliance: Required when either party is subject to specific regulatory requirements or when the agreement needs regulatory approval

2. Third Party Rights: Needed when third parties have rights or obligations under the agreement

3. Step-In Rights: Include when one party needs the right to take over certain functions in specified circumstances

4. Data Protection: Required when personal data processing is involved in loss sharing calculations or reporting

5. Service Level Requirements: Include when specific performance standards need to be maintained in managing covered assets

6. Dispute Resolution: Optional detailed dispute resolution procedures beyond court jurisdiction

7. Force Majeure: Include when parties want specific provisions for handling unforeseen events

8. Anti-Money Laundering: Required when the agreement involves financial institutions or regulated entities

Suggested Schedules

1. Schedule 1 - Covered Assets: Detailed list and description of assets covered by the loss share arrangement

2. Schedule 2 - Loss Calculation Methodology: Detailed mathematical formulae and examples for loss calculations

3. Schedule 3 - Reporting Templates: Standard forms and templates for required reports

4. Schedule 4 - Service Levels: Detailed performance metrics and standards if applicable

5. Schedule 5 - Initial Asset Valuation: Beginning valuations for covered assets

6. Schedule 6 - Fee Structure: Details of any fees or charges associated with the loss share arrangement

7. Appendix A - Contact Details: List of key contacts and their roles for both parties

8. Appendix B - Regulatory Approvals: Copies or details of relevant regulatory approvals

9. Appendix C - Operating Procedures: Detailed day-to-day operational procedures and workflows

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

Asset Management

Investment Banking

Government & Public Sector

Financial Technology

Private Equity

Corporate Finance

Regulatory & Compliance

Relevant Teams

Legal

Risk Management

Finance

Compliance

Treasury

Operations

Credit

Regulatory Affairs

Portfolio Management

Asset Management

Due Diligence

Corporate Finance

Investment

Restructuring

Relevant Roles

Chief Risk Officer

Chief Financial Officer

Legal Counsel

Risk Manager

Portfolio Manager

Compliance Officer

Financial Controller

Treasury Manager

Asset Manager

Operations Director

Regulatory Affairs Manager

Investment Manager

Senior Credit Officer

Restructuring Manager

Due Diligence Manager

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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