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Deed Of Subordination Of Directors Loan
"I need a Deed of Subordination of Directors Loan for my Canadian tech startup where my $500,000 director's loan needs to be subordinated to a new bank facility of $2M from Royal Bank of Canada, to be completed by March 2025."
1. Parties: Identification of all parties including the Company, the Director(s) providing the loan, and any Senior Creditors
2. Background: Recitals explaining the existing loans, the purpose of subordination, and any senior debt arrangements
3. Definitions: Key terms including 'Senior Debt', 'Subordinated Debt', 'Trigger Event', and 'Permitted Payments'
4. Subordination: Core provisions establishing the subordination of the Director's loan to the Senior Debt
5. Permitted Payments: Circumstances under which the Company may make payments on the Subordinated Debt
6. Restrictions: Limitations on the Director's ability to take action to recover the Subordinated Debt
7. Turnover of Receipts: Obligation to turn over any unauthorized payments received in respect of the Subordinated Debt
8. Representations and Warranties: Confirmations regarding the Subordinated Debt and authority to enter into the deed
9. Duration: Term of the subordination arrangement and conditions for termination
10. Execution: Formal execution blocks for all parties with attestation requirements for a deed
1. Security: Provisions dealing with any security held for the Subordinated Debt - include if the Director's loan is secured
2. Further Assurance: Obligations to take additional steps to give effect to the subordination - include for complex arrangements
3. Assignment: Restrictions on transfer of rights under the deed - include if transferability is a concern
4. Multiple Creditors: Provisions for coordination between multiple subordinated creditors - include if there are multiple director loans
5. Tax Provisions: Specific tax-related provisions - include if there are particular tax implications to address
6. Currency Provisions: Provisions dealing with payment in multiple currencies - include for cross-border arrangements
1. Schedule 1 - Details of the Subordinated Debt: Full details of the Director's loan(s) being subordinated, including amount, interest rate, and repayment terms
2. Schedule 2 - Form of Accession Deed: Template for additional parties to accede to the deed - include if future parties may join
3. Schedule 3 - Senior Facilities: Details of the senior debt to which the Director's loan is being subordinated
4. Appendix A - Payment Waterfall: Detailed ordering of payments if multiple levels of subordination exist
5. Appendix B - Deed of Priority: If required, detailed arrangements between multiple creditors regarding priority
Authors
Financial Services
Manufacturing
Technology
Real Estate
Retail
Professional Services
Construction
Healthcare
Hospitality
Energy
Mining
Agriculture
Transportation
Telecommunications
Legal
Finance
Treasury
Corporate Secretariat
Risk Management
Compliance
Board of Directors
Executive Leadership
Corporate Banking
Chief Financial Officer
Finance Director
Corporate Lawyer
Legal Counsel
Company Director
Company Secretary
Treasury Manager
Financial Controller
Risk Manager
Compliance Officer
Corporate Banking Manager
Restructuring Officer
Board Member
Managing Director
CEO
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