Course dates
Course overview
This course is the follow on to our ever popular loan documentation training programme that has run for more than ten years. The course will deal with the more structural and commercial side of the loan agreement and will give delegates more opportunities to practice making and responding to comments on the documents.
In three days the course will cover a substantial range of topics including structural issues, contractual support arrangements, key clauses in the loan agreement, the loan agreement in different commercial contexts and legal issues that arise in financing transactions.
The course will consist of a series of lectures and workshops that will provide you with a practical insight into dealing with the documentation of loans. By the end of the course you will be thoroughly familiar with the most important aspects of loan documentation.
How this course will help you
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Be guided through the essential elements of various loan transactions
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Appreciate how to avoid the conflict between representations, conditions precedent, undertakings and events of default
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Gain a thorough understanding of different forms of contractual support and their advantages and disadvantages as compared with claims in debt
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Discuss a variety of issues and comments on the loan agreement which are commonly raised by borrowers
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Improve your knowledge of other common financing documents including a contract assignment and a subordination agreement
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Be able to negotiate key clauses in a financing package
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Master the important legal issues which commonly arise in a financing transaction including trusts and fiduciary duties
Who should attend
This training course is beneficial to:
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In-house lawyers in banks
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Bankers concerned with the negotiation of loans
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Bank executives involved in the documentation of loans
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Lawyers in private practice who advise clients on loan agreements
- Corporate counsels
Day 1
Review of key loan agreement issues
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“Relevant companies”
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Conflict between representations, conditions precedent, undertakings and events of default
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The Pari Passu clause
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The negative pledge
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The cross default clause
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The material adverse change clause
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Linking the loan to the borrower’s rating
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“Material”, “reasonable” worth the debate?
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Grace periods
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Prepayment events
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Subjectivity and control in the context of events of default
Workshop 1: review clauses from a loan agreement and identify key issues for the borrower.
The loan agreement in different commercial contexts
Comparison of provisions appropriate to a corporate risk, project risk and/or an asset risk
Homework preparation for workshop 2
Day 2
Workshop 2: review comments from a borrower on a loan agreement and consider the bank’s response.
Review workshop
Key legal issues part 1: basic points
Key legal issues part 2: governing law and jurisdiction
- What courts have jurisdiction to deal with disputes in an international context? What law will they apply?
Key legal issues part 3: bank/agent liabilities
Responsibility for misrepresentations
Exclusion clauses
Key legal issues part 4: bank/agent liabilities
Other responsibilities of the banks
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Agents and trustees
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Fiduciary duties
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Conflicts of interest
Key legal issues part 5: clawback/unenforceability
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In what circumstances might obligations be avoided or become unenforceable?
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Financial assistance
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Ultra vires
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Commercial benefit
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Preferences
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Transactions at an undervalue
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Registration
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Penalties
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Administration
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Interference with contacts
Day 3
Workshop 3: participants will be given a scenario and asked to spot the legal issues.
Structural issues
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Damages and debt – what are the differences?
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Structural subordination
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Substitutes for guarantees e.g.
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Commitments to inject capital
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Comfort letters
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Put options, leases, offtake agreements and other contractual support
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Contract assignments
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Security on bank accounts
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Security, title financing and recharacterisation
Workshop 4: participants will review key terms of a contract which a bank is proposing to take as security and identify issues which need to be resolved.
Intercreditor arrangements
- We will review a number of different intercreditor agreements relevant to different circumstances.
Centrally located hotel in Paris, Paris, France
This programme takes place on a non-residential basis at a hotel in central Paris. Non-residential course fees include training facilities, documentation, lunches and refreshments for the duration of the programme. Delegates are responsible for arranging their own accommodation, however, a list of convenient hotels (many at specially negotiated rates) is available upon registration.
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Sue Wright
Sue is a solicitor with over 20 years' experience in international banking transactions, including syndicated loans, subordinated debt, structured finance and tax driven transactions. Sue was a partner in the banking department at Norton Rose for 8 years and was responsible for training banking assistants in Norton Rose for 2 years. Sue has been highly recommended as one of the leading experts in her field by Legal 500 and by Chambers. Sue was head of Professional Development at Herbert Smith and is now running an independent training consultancy specialising in training in international banking transactions and structured finance.
Courses run by this instructor
Interested in holding this course in-house? Please fill out your details and a member of our team will be in touch with more information.
25-27 Sep 2012 (Dubai, United Arab Emirates)
This Euromoney Legal Training course is the follow on to our ever popular Loan Documentation training programme. The course will deal with the more structural and commercial side of the loan agreement and will give delegates more opportunities to practice making and responding to comments on the documents.
13-15 Jun 2012 (London, United Kingdom)
13-14 Jun 2012 (London, United Kingdom)
The Essential Guide to Secured Lending Transactions
10-12 Jun 2012 (Dubai, United Arab Emirates)
This three-day intensive course will cover all aspects of security documentation focusing on the anatomy of the security document itself and the legal ramifications of an incorrectly drafted document.
30 May 2012 - 1 Jun 2012 (London, United Kingdom)
12-14 Sep 2012 (London, United Kingdom)
This three-day intensive Euromoney Legal Training course will cover all aspects of a loan transaction, concentrating particularly on the agreement itself and on the legal implications of a properly drafted and incorrectly drafted document.
6-8 Jun 2012 (Zurich, Switzerland)
This three-day intensive Euromoney Legal Training course will cover all aspects of a loan transaction, concentrating particularly on the agreement itself and on the legal implications of a properly drafted and incorrectly drafted document.
30 May 2012 - 1 Jun 2012 (London, United Kingdom)
Essential Documentation and Procedural Issues
26-28 Nov 2012 (Paris, France)
This three-day intensive Euromoney Legal Training course will cover all aspects of a loan transaction, concentrating particularly on the agreement itself and on the legal implications of a properly drafted and incorrectly drafted document.
21-23 May 2012 (London, United Kingdom)
An advanced legal guide to taking & enforcing security in the domestic & crossborder transactions
30 May 2012 - 1 Jun 2012 (Paris, France)
** NEW DATES - 30th May to 1st June 2012 **
Many international commercial agreements are subject to English law and often non-UK lawyers are faced with unfamiliar legal concepts and requirements. To overcome these hurdles and to help lawyers become truly international, Euromoney
Legal Training has created this practical and interactive training course.
9-12 Jul 2012 (London, United Kingdom)
Many international commercial agreements are subject to English law. Often non-UK lawyers are faced with unfamiliar legal concepts and requirements. To overcome these hurdles and help lawyers become truly international, Euromoney Legal Training has created this practical and interactive training course.
2-5 Jul 2012 (Dublin, Ireland)
2-4 Jul 2012 (Dublin, Ireland)
This Euromoney Legal Training course, organised in association with course director Kenneth Gray, aims to provide an understanding of the key issues involved in aviation finance in order to identify and minimise the inherent risks and liabilities. The course utilises a variety of lectures and workshops to analyse the key legal, regulatory and documentary
issues involved in aviation finance.
9-11 Jul 2012 (Johannesburg, South Africa)
This three-day intensive Euromoney Legal Training course will cover all aspects of security documentation focusing on the anatomy of the security document itself and the legal ramifications of an incorrectly drafted document.
19-21 Jun 2012 (London, United Kingdom)
19-22 Jun 2012 (London, United Kingdom)
The Euromoney Legal Training course will consist of a series of lectures and workshops that will provide you with a practical insight into dealing with the documentation of loans. By the end of the course you will be thoroughly familiar with the most important aspects of loan documentation.
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Course dates