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Commercial Loan Agreement for the United Kingdom

Commercial Loan Agreement Template for England and Wales

A Commercial Loan Agreement under English and Welsh law is a legally binding document that establishes the terms and conditions under which a lender provides financial facilities to a commercial borrower. The agreement details the loan amount, interest rates, repayment terms, security arrangements (if any), representations and warranties, covenants, and events of default. It incorporates relevant provisions of English commercial law and financial regulations, including the Financial Services and Markets Act 2000 and associated regulatory requirements.

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Commercial Loan Agreement

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What is a Commercial Loan Agreement?

The Commercial Loan Agreement is essential for businesses seeking financial facilities in England and Wales. It provides a comprehensive framework for commercial lending transactions, protecting both lender and borrower interests through clearly defined terms and conditions. This document is crucial for establishing the rights, obligations, and remedies of all parties involved, ensuring compliance with UK financial regulations and banking practices. The agreement typically covers loan facilities ranging from simple bilateral arrangements to complex syndicated facilities, and can be adapted for various commercial purposes including working capital, acquisition finance, or asset purchase.

What sections should be included in a Commercial Loan Agreement?

1. Parties: Identification of lender and borrower with full legal details

2. Background: Context of the loan and purpose

3. Definitions: Key terms used throughout the agreement

4. Facility Details: Loan amount, purpose, and drawdown conditions

5. Interest: Interest rate, calculation method, and payment terms

6. Repayment Terms: Schedule of repayments and prepayment provisions

7. Representations and Warranties: Borrower's confirmations about their status and capacity

8. Covenants: Ongoing obligations of the borrower

9. Events of Default: Circumstances triggering default and consequences

10. Boilerplate Clauses: Standard legal provisions including governing law

What sections are optional to include in a Commercial Loan Agreement?

1. Security: Details of any security/collateral - used for secured loans only

2. Guarantees: Terms of any guarantees provided - used when third-party guarantees are required

3. Financial Covenants: Specific financial ratios and tests - typically used for larger commercial loans

4. Syndication Provisions: Terms for multiple lenders - used for syndicated facilities

What schedules should be included in a Commercial Loan Agreement?

1. Conditions Precedent: Documents required before drawdown

2. Form of Drawdown Notice: Template for requesting loan disbursement

3. Repayment Schedule: Detailed payment dates and amounts

4. Security Documents: Forms of security documentation (for secured loans)

5. Financial Covenant Calculations: Methodology for financial tests (if financial covenants included)

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

England and Wales

Document Type

Finance Agreement

Cost

Free to use
Relevant legal definitions







































Clauses

































Industries

Financial Services and Markets Act 2000 (FSMA): Primary legislation regulating financial services and markets in the UK. Determines authorization requirements for lenders and contains provisions about regulated activities.

Consumer Credit Act 1974: While primarily focused on consumer lending, relevant provisions may apply if the borrower is a sole trader or small partnership.

Law of Property Act 1925: Governs creation and enforcement of security interests, particularly relevant if the loan is secured against property.

Companies Act 2006: Regulates corporate borrower's capacity to borrow and registration requirements for company charges.

FCA Handbook: Regulatory framework containing Conduct of Business rules applicable if the lender is FCA-regulated.

Bank of England/PRA regulations: Regulatory requirements applicable to regulated financial institutions acting as lenders.

Unfair Contract Terms Act 1977: Controls unreasonable exclusion clauses in business-to-business contracts.

Misrepresentation Act 1967: Governs the legal framework for representations and warranties in contracts.

Late Payment of Commercial Debts (Interest) Act 1998: Establishes statutory interest rates for late payments in commercial transactions.

Money Laundering Regulations 2017: Sets out KYC requirements and due diligence obligations for financial transactions.

UK Sanctions Regulations: Ensures compliance with sanctions regime in financial transactions.

Brexit-related Financial Services Legislation: Post-Brexit regulations affecting financial services and cross-border lending considerations.

LIBOR Transition Regulations: New requirements governing interest rate benchmarks following the transition away from LIBOR.

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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