The Intercreditor Agreement is essential in complex financing arrangements where multiple creditors provide different layers of debt to a single borrower or group of borrowers. This document, governed by Canadian law, becomes particularly important in scenarios involving senior debt, subordinated debt, mezzanine financing, or bond issuances. It clearly defines the ranking of different debt obligations, establishes payment priorities, and sets out the rights and obligations of various creditor classes. The agreement must comply with Canadian federal legislation such as the Bankruptcy and Insolvency Act and provincial legislation including the Personal Property Security Act. It typically includes provisions for security sharing, enforcement standstills, payment waterfalls, and voting rights in restructuring scenarios. The document is crucial for protecting creditor interests and preventing disputes in both regular operations and default situations.
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1. Parties: Identification of all creditor groups, security trustees, and other relevant parties to the agreement
2. Background: Context of the financing arrangements, existing security interests, and purpose of the intercreditor agreement
3. Definitions and Interpretation: Definitions of key terms, interpretation rules, and references to related agreements
4. Ranking and Priorities: Establishes the ranking of debt and security interests between creditors
5. Payment Provisions: Rules governing payments, payment priorities, and turnover of payments
6. Security and Guarantees: Provisions regarding shared security, enforcement rights, and guarantee arrangements
7. Enforcement: Rules and procedures for enforcement of security interests and remedies
8. Application of Proceeds: Order of application of enforcement proceeds and other recoveries
9. Standstill Provisions: Restrictions on creditor actions during specified periods
10. Purchase Options: Rights of creditors to purchase other creditors' debt and security
11. Amendment and Waiver: Procedures for modifying the agreement and effects of waivers
12. Notices: Communication requirements and procedures between parties
13. Governing Law and Jurisdiction: Choice of law and jurisdiction for dispute resolution
1. Hedge Counterparty Provisions: Include when hedge providers are part of the creditor group and need specific provisions
2. New Debt Instruments: Include when there's potential for additional debt facilities to be added in the future
3. Subordinated Creditor Provisions: Include when there are deeply subordinated creditors with special restrictions
4. Common Security Trust: Include when a security trustee holds security for multiple creditor classes
5. Refinancing Provisions: Include when specific refinancing rights or restrictions are needed
6. Agent Provisions: Include when there are multiple facility agents requiring specific provisions
7. Debt Trading Provisions: Include when debt trading restrictions or procedures are needed
8. Bankruptcy-Specific Provisions: Include detailed bankruptcy provisions when operating in high-risk sectors
1. Form of Accession Deed: Standard form for new parties to accede to the agreement
2. Creditor Details: List of all creditors, their commitments, and contact details
3. Security Documents: List and details of all security documents covered by the agreement
4. Notice Details: Detailed contact information for all parties for formal notices
5. Form of Resignation Letter: Standard form for creditors exiting the agreement
6. Existing Debt Documents: List of all existing debt arrangements and their key terms
7. Priority Arrangements: Detailed waterfall and priority arrangements in different scenarios
8. Security Trust Provisions: Detailed provisions governing the security trust arrangement if applicable
Relevant legal definitions
Clauses
Relevant Industries
Banking & Financial Services
Real Estate & Construction
Manufacturing
Energy & Resources
Infrastructure
Technology
Healthcare
Retail
Telecommunications
Transportation & Logistics
Mining
Agriculture
Private Equity
Commercial Real Estate
Relevant Teams
Legal
Finance
Treasury
Risk Management
Compliance
Credit
Corporate Finance
Debt Capital Markets
Transaction Management
Investment
Restructuring
Operations
Relevant Roles
Chief Financial Officer
Treasury Manager
Finance Director
Legal Counsel
Corporate Lawyer
Debt Finance Manager
Credit Risk Manager
Investment Manager
Loan Officer
Restructuring Manager
Transaction Manager
Security Trustee
Facility Agent
Compliance Officer
Risk Manager
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