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Senior Promissory Note
"I need a Senior Promissory Note under Dutch law for a €5 million corporate loan with quarterly interest payments at 5.5% per annum, maturing on March 15, 2025, with the note to be secured against company equipment and inventory."
1. Parties: Identification of the Issuer (Maker) and the Payee (Holder) of the promissory note, including full legal names and addresses
2. Background: Brief context of the debt obligation and its purpose
3. Definitions: Key terms used throughout the note, including Business Day, Default Event, Senior Indebtedness, etc.
4. Promise to Pay: Unconditional promise to pay the principal amount, specifying the currency and payment location
5. Principal Amount: Clear statement of the principal sum being borrowed
6. Interest Rate: Specification of interest rate, calculation method, and payment frequency
7. Payment Terms: Schedule of payments, including maturity date and any installment provisions
8. Senior Status: Declaration of senior status and priority in relation to other indebtedness
9. Events of Default: Circumstances constituting default and consequences thereof
10. Remedies: Rights and remedies available to the holder upon default
11. Governing Law: Specification of Dutch law as governing law and jurisdiction provisions
1. Security Interest: Include when the note is secured by specific assets or collateral
2. Guarantees: Include when there are third-party guarantors of the obligation
3. Prepayment Provisions: Include when early repayment is allowed, specifying any penalties or conditions
4. Tax Provisions: Include when specific tax considerations need to be addressed
5. Transfer Restrictions: Include when there are limitations on transferability of the note
6. Subordination Terms: Include when specific subordination arrangements with other creditors exist
7. Registration Rights: Include when the note needs to be registered with authorities
8. Conversion Rights: Include when the note can be converted into other securities
1. Payment Schedule: Detailed amortization table showing all payment dates and amounts
2. Interest Calculation Method: Detailed explanation and examples of interest calculations
3. Form of Notice: Standard form for any notices required under the note
4. Security Details: If applicable, detailed description of any collateral or security
5. Permitted Indebtedness: List of other permitted debt obligations of the issuer
6. Required Compliance Certificates: Forms of any periodic certificates required from the issuer
Authors
Business Day
Default Interest
Default Rate
Event of Default
Holder
Interest Payment Date
Interest Period
Interest Rate
Issue Date
Issuer
Material Adverse Effect
Maturity Date
Note
Payment Date
Permitted Indebtedness
Principal Amount
Relevant Jurisdiction
Senior Indebtedness
Secured Obligations
Security Interest
Specified Currency
Subsidiary
Tax
Transfer
Working Day
Guarantor
Security Agent
Paying Agent
Registrar
Acceleration Event
Insolvency Event
Enforcement Action
Payment Business Day
Records
Register
Redemption Amount
Relevant Time
TARGET2
Payment Terms
Interest
Default Interest
Senior Status
Ranking
Security
Events of Default
Acceleration
Enforcement
Tax Gross-up
Representations and Warranties
Covenants
Information Undertakings
Negative Pledge
Transfer and Assignment
Notices
Amendments and Waivers
Severability
Governing Law
Jurisdiction
Process Agent
Registration
Set-off
Currency Indemnity
Costs and Expenses
Calculation of Periods
Business Day Convention
Remedies and Waivers
Counterparts
Banking & Financial Services
Corporate Finance
Investment Management
Real Estate
Infrastructure
Manufacturing
Technology
Energy
Healthcare
Telecommunications
Legal
Finance
Treasury
Corporate Secretariat
Risk Management
Compliance
Credit
Investment
Corporate Finance
Documentation
Chief Financial Officer
Treasury Manager
Finance Director
Corporate Lawyer
Legal Counsel
Investment Manager
Credit Officer
Financial Controller
Debt Manager
Corporate Secretary
Risk Manager
Compliance Officer
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