The Subordinated Loan Agreement is a specialized financing document used when a lender provides debt that is contractually subordinated to other senior obligations of the borrower. This document is particularly relevant in the Pakistani banking and financial services sector, where it must comply with State Bank of Pakistan regulations and the Banking Companies Ordinance 1962. It's commonly used for regulatory capital purposes by banks, or in corporate financing structures where existing senior lenders require new debt to be subordinated. The agreement includes detailed provisions on subordination mechanics, regulatory compliance, interest calculations, repayment restrictions, and enforcement limitations. Given the complex regulatory environment in Pakistan, special attention is paid to ensuring compliance with local banking regulations, capital adequacy requirements, and corporate law provisions.
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1. Parties: Identification of the lender, borrower, and any guarantors or security providers
2. Background: Context of the subordinated loan, relationship between parties, and purpose of the facility
3. Definitions and Interpretation: Definitions of key terms and interpretation rules, including specific banking and subordination-related terms
4. The Facility: Details of the loan amount, purpose, and drawdown mechanics
5. Subordination: Terms of subordination, ranking of the debt, and treatment in relation to senior debt
6. Interest: Interest rate, calculation methods, payment dates, and default interest provisions
7. Repayment: Repayment schedule, early repayment provisions, and conditions for repayment
8. Representations and Warranties: Standard and specific representations by the borrower
9. Covenants: Financial and non-financial obligations of the borrower
10. Events of Default: Circumstances constituting default and consequences
11. Changes to Parties: Assignment and transfer provisions
12. Payments: Payment mechanics, currency, and tax provisions
13. Notices: Communication methods and contact details
14. Governing Law and Jurisdiction: Pakistani law as governing law and jurisdiction provisions
1. Security: Include if any security is being provided, though unusual for subordinated loans
2. Regulatory Compliance: Include for regulated borrowers or lenders, addressing specific regulatory requirements
3. Intercreditor Provisions: Include when there are multiple creditors and formal intercreditor arrangements
4. Tax Gross-Up: Include detailed tax provisions if cross-border elements exist
5. Currency Protection: Include for loans denominated in foreign currency
6. Shareholder Approval: Include if required under Companies Act for specific corporate actions
1. Conditions Precedent: List of documents and conditions required before drawdown
2. Form of Drawdown Request: Standard form for requesting loan disbursements
3. Repayment Schedule: Detailed amortization or repayment schedule
4. Form of Compliance Certificate: Template for periodic compliance reporting
5. Interest Calculation: Detailed methodology for interest calculations
6. Form of Transfer Certificate: Template for transferring loan participations
7. Existing Indebtedness: List of borrower's existing debt obligations and their ranking
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