Intercreditor Deed Template for India

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Key Requirements PROMPT example:

Intercreditor Deed

"I need an Intercreditor Deed for a solar power project in Gujarat, India, involving three senior lenders and two mezzanine lenders, with a total facility amount of INR 2000 crores to be drawn down by March 2025."

Document background
The Intercreditor Deed is essential in complex financing transactions where multiple lenders provide different types of debt to a single borrower or group of borrowers. This document becomes particularly important in the Indian financial market where large infrastructure and corporate financing often involve multiple banks, financial institutions, and other creditors. The Intercreditor Deed establishes the hierarchy of payments, security sharing arrangements, enforcement mechanisms, and voting rights among creditors, while ensuring compliance with Indian banking regulations, the SARFAESI Act, and other relevant legislation. It is commonly used in project finance, syndicated lending, and restructuring scenarios, providing clarity on creditors' rights and avoiding potential conflicts between different classes of lenders.
Suggested Sections

1. Parties: Identifies all creditors, security trustee/agent, and borrower/debtor (if party to the deed)

2. Background: Recitals explaining the context of various credit facilities and purpose of the intercreditor arrangement

3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the deed and interpretation rules

4. Ranking and Priority: Establishes the ranking of debt and security interests between creditors

5. Payment Provisions: Details the payment waterfall and sharing arrangements between creditors

6. Turnover of Receipts: Provisions requiring creditors to turn over unauthorized payments received

7. Security and Guarantees: Provisions regarding the treatment of security interests and guarantees

8. Enforcement: Rules and procedures for enforcement of security and acceleration rights

9. Application of Proceeds: Order of application of enforcement proceeds and other recoveries

10. New Debt and Security: Provisions governing the incurrence of additional debt and security

11. Changes to the Parties: Transfer and assignment provisions, including accession mechanics

12. Protection of Security Trustee: Provisions regarding the role, rights, and protections of the security trustee

13. Costs and Expenses: Allocation of costs and expenses among the parties

14. Notices: Communication procedures and contact details

15. Miscellaneous: Standard boilerplate provisions including amendments, waivers, severability

16. Governing Law and Jurisdiction: Choice of law and jurisdiction provisions

Optional Sections

1. Subordination Provisions: Detailed subordination terms when there are expressly subordinated creditors

2. Hedge Counterparty Provisions: Special provisions for hedge counterparties when hedging arrangements are part of the financing

3. Creditor Representatives: Provisions regarding appointment and role of creditor representatives when dealing with syndicated facilities

4. Purchase Option: Terms of any option for junior creditors to purchase senior debt

5. Standstill Provisions: Specific standstill periods and terms if required for junior creditors

6. Restructuring Provisions: Special provisions governing restructuring scenarios and voting arrangements

7. Insurance Provisions: Specific provisions regarding insurance proceeds when significant insurance components exist

8. Debt Trading Provisions: Specific provisions governing debt trading if relevant to the transaction

Suggested Schedules

1. Form of Accession Deed: Template for new creditors to accede to the intercreditor deed

2. Initial Creditor Details: List of original creditors and their committed facilities

3. Security Documents: List of all security documents covered by the intercreditor arrangements

4. Notice Details: Detailed contact information for all parties

5. Form of Resignation Letter: Template for resigning parties (e.g., security trustee)

6. Existing Facilities: Details of all existing credit facilities covered by the deed

7. Payment Waterfall: Detailed waterfall provisions and calculations

8. Security Trust Provisions: Detailed provisions regarding the security trust 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 and Financial Services

Infrastructure

Real Estate

Manufacturing

Energy and Resources

Telecommunications

Healthcare

Construction

Transportation

Private Equity

Relevant Teams

Legal

Finance

Treasury

Risk Management

Compliance

Credit

Corporate Finance

Debt Capital Markets

Project Finance

Syndications

Special Situations

Restructuring

Transaction Management

Relevant Roles

Chief Financial Officer

Finance Director

Legal Counsel

Corporate Lawyer

Banking Lawyer

Risk Manager

Treasury Manager

Debt Finance Manager

Investment Manager

Compliance Officer

Credit Risk Officer

Restructuring Officer

Transaction Manager

Project Finance Manager

Syndication 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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