The Vendor Loan Agreement is commonly used in business and asset sales where the purchaser requires financing assistance from the seller to complete the transaction. This document type is particularly relevant in situations where traditional bank financing may be unavailable or insufficient, or where the vendor has a strategic interest in facilitating the sale through financing. The agreement, governed by Danish law, forms part of the transaction documentation suite and must be drafted in compliance with Danish financial regulations. A Vendor Loan Agreement typically includes detailed provisions on loan amount, interest calculations, repayment terms, security arrangements, events of default, and enforcement mechanisms. It serves as a crucial document in structuring vendor financing transactions, particularly in business sales, real estate transactions, and asset purchases where deferred payment terms are necessary.
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Key Requirements PROMPT example:
Vendor Loan Agreement
I need a Vendor Loan Agreement under Danish law for the sale of manufacturing equipment worth DKK 5 million, with 50% vendor financing over 3 years and monthly repayments starting March 2025, secured against the equipment being sold.
1. Parties: Identification of the Vendor (Lender) and Purchaser (Borrower) with full legal names and registration details
2. Background: Context of the vendor loan, typically referring to the main purchase agreement and reason for the vendor financing
3. Definitions and Interpretation: Definitions of key terms used in the agreement and rules of interpretation
4. The Loan: Principal amount, purpose, and drawdown conditions of the loan
5. Interest: Interest rate, calculation method, payment dates, and default interest provisions
6. Repayment: Repayment schedule, method of payment, and prepayment provisions
7. Representations and Warranties: Standard representations and warranties from the borrower
8. Information Undertakings: Borrower's obligations to provide financial and other information
9. General Undertakings: General obligations of the borrower during the loan term
10. Events of Default: Circumstances constituting default and consequences
11. Changes to Parties: Rules for assignment and transfer of rights and obligations
12. Notices: Communication methods and contact details
13. Calculations and Certificates: Rules for calculations and determinations under the agreement
14. Partial Invalidity: Severability provisions
15. Governing Law and Jurisdiction: Specification of Danish law and jurisdiction
1. Security: Required if the loan is secured by any assets or guarantees
2. Conditions Precedent: Include if there are specific conditions that must be met before the loan becomes effective
3. Tax Gross Up: Include if tax payments need to be addressed specifically
4. Costs and Expenses: Include if there are significant costs to be allocated between parties
5. Subordination: Required if the loan needs to be subordinated to other debt
6. Multiple Lenders: Include if there are multiple vendors providing the loan
7. Currency Provisions: Required if the loan involves multiple currencies
8. Set-off Rights: Include if specific set-off rights need to be addressed
1. Repayment Schedule: Detailed amortization table showing payment dates and amounts
2. Form of Drawdown Notice: Standard form for requesting loan disbursement
3. Security Documents: Details of any security or collateral arrangements
4. Conditions Precedent Documents: List of required documents and conditions to be satisfied
5. Form of Transfer Certificate: Standard form for transferring loan interests
6. Calculation of Interest: Detailed methodology for interest calculations
7. Related Purchase Agreement Terms: Relevant excerpts from the main purchase agreement
8. Contact Details: Detailed contact information for all parties and their representatives
Authors
Relevant legal definitions
Clauses
Relevant Industries
Manufacturing
Real Estate
Technology
Retail
Professional Services
Industrial
Construction
Healthcare
Agriculture
Energy
Transportation
Hospitality
Relevant Teams
Legal
Finance
Treasury
Corporate Development
Mergers & Acquisitions
Risk Management
Credit
Commercial
Business Development
Corporate Finance
Relevant Roles
Chief Financial Officer
Finance Director
Legal Counsel
Corporate Lawyer
M&A Director
Treasury Manager
Financial Controller
Business Development Director
Commercial Director
Risk Manager
Credit Manager
Transaction Manager
Corporate Finance Manager
General Counsel
Senior Legal Advisor
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