The Subordinated Promissory Note is commonly used in Canadian business transactions where parties need to document a debt obligation that ranks below other specified debts in priority. This document is particularly useful in complex financing arrangements, corporate restructurings, or when companies need to raise additional capital while maintaining existing senior debt relationships. The note typically includes detailed terms about the principal amount, interest calculations (compliant with Canadian Interest Act requirements), payment schedules, and specific subordination provisions that clearly establish its junior position in the creditor hierarchy. It's essential for businesses operating under Canadian jurisdiction that need to create a clear record of debt obligations while respecting existing senior creditor rights. The document must comply with federal and provincial legislation, including securities laws if the note could be considered a security, and bankruptcy laws regarding creditor priorities.
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1. Parties: Identification of the lender (holder) and borrower (maker) of the note
2. Background: Context of the loan and relationship between the parties
3. Definitions: Key terms used throughout the note, particularly defining senior debt and subordination-related terms
4. Promise to Pay: The fundamental promise to repay the principal amount with specified interest
5. Principal Amount: Statement of the loan amount and currency
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. Subordination Provisions: Terms establishing the subordinate nature of the debt and its relationship to senior debt
9. Events of Default: Circumstances constituting default and corresponding remedies
10. Representations and Warranties: Basic representations about authority to enter into the agreement and validity of the obligation
11. Notice Requirements: Procedures for giving notice between parties
12. Governing Law: Specification of Canadian law as governing law
13. Execution: Signature blocks and date of execution
1. Security Interest: Include when the note is secured by specific assets
2. Guarantee: Include when there is a third-party guarantor of the obligation
3. Prepayment Rights: Include when early payment is permitted, potentially with specified penalties
4. Tax Provisions: Include when there are specific tax considerations or withholding requirements
5. Assignment and Transfer: Include when the note is intended to be transferable
6. Conversion Rights: Include when the note can be converted into equity or other securities
7. Registration Rights: Include when the note needs to be registered with securities regulators
8. Subordination Acknowledgment: Include when senior creditors need to acknowledge and agree to the subordination terms
1. Payment Schedule: Detailed schedule of payment dates and amounts if installment payments are required
2. Senior Debt Schedule: List of existing senior debt to which this note is subordinate
3. Security Agreement: Details of any collateral securing the note, if applicable
4. Form of Subordination Acknowledgment: Standard form for senior creditors to acknowledge subordination terms
5. Interest Calculation Examples: Examples showing how interest will be calculated in various scenarios
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