Legal Precedents

SCHEDULE Bond Number [ insert ] Dated: Parties The Employer: [ insert ], company registered in [ England and Wales ] ( Company Number [ insert ]), whose registered office is at [ insert ] The Contractor: [ insert ], company registered in [ England and Wales ] ( Company Number [ insert ]), whose registered office is at [ insert ] The Surety: [ insert ], company registered in [ England and Wales ] ( Company Number [ insert ]), whose registered office is at [ insert ] The Building Contract: An agreement dated [ insert ] between the Employer and the Contractor for the construction of [ insert ] (the “ Works”) Maximum Bond Amount: The total sum of £[ insert ] Expiry Date: [ The date of practical...

SCHEDULE Bond Number [ insert ] Dated: Parties The Employer: [ insert ] incorporated in [ England and Wales ] ( Company Number [ insert ]) whose registered office is situated at [ insert ]. The Contractor: [ insert ] incorporated in [ England and Wales ] ( Company Number: [ insert ]) whose registered office is located at [ insert ]. The Surety: [ insert ] incorporated in [ England and Wales ] ( Company Number [ insert ]) whose registered office is at [ insert ]. The Building Contract: The agreement dated [ insert ] between the Employer and the Contractor for the construction of [ insert ] (the “ Works”). The Advance Payment: £[ insert ] to be paid by the Employer to the Contractor pursuant to clause [ insert ] of the Building Contract. Maximum Bond...

No...

[ To be printed on the headed paper of the agent/security agent ] [ insert date ] To: [ insert full name and address of [ parent ] ] Dear [ insert full name of parent ] 1 We refer to the facilities agreement dated [ insert date of facility agreement ] made between: [ insert full name of the parent ] in its capacity as the Parent; the Parent’s subsidiaries named in [ insert Schedule containing borrowers' details ] as the Original Borrowers; the Parent’s subsidiaries identified in [ insert Schedule containing guarantors' details ] as the Original Guarantors; the financial institutions set out in [ insert Schedule containing lenders details ] as the Original Lenders; [ insert full name of arranger [ s ] ] as the Arranger; [ insert full name of facility agent ] as the Agent; [...

Company number: [ insert company number ] [ insert company name ] [ LIMITED OR PLC ] Minutes of a meeting of the board of directors (the Meeting) of [ insert full name of company ] (the Company) Convened at [ insert place of Meeting ] Dated [ insert day, month and year of Meeting ] at [ insert time of Meeting ] [ am OR pm ] Present: [ Insert names of any directors present, whether physically or by any remote means (unless such means are specifically excluded by the Company’s articles of association) ] ([ Insert names of directors attending remotely ] attending by [ insert means of attendance for each director attending remotely ]) In attendance: [ [ Insert name of anyone in attendance, whether physically or by any remote means, who does not count towards the quorum for the Meeting (eg the company...

[ On headed notepaper of comfort letter provider ] To: [ insert the full name and address of the lender ] [ insert date ] Dear [ insert full name of lender ] Facility Agreement dated [ insert date ] (the Facility Agreement) between [ insert name of borrower ] (the Borrower) and [ insert name of lender ] (the Lender) We refer to the Facility Agreement and set out below our confirmations: [ The Borrower is a company wholly owned by us. OR We beneficially hold [ insert percentage ] per cent of the Borrower’s issued share capital. ] Our current policy is to see that the Borrower has sufficient [ financial ] resources to discharge its obligations as they fall due. The statement at paragraph 2 represents a present intention offered for comfort only. It is neither intended to be, nor should it be...

[ ON HEADED NOTEPAPER OF CHARGEE ] [ enter the name and address of the buyer/ second lender ] [ enter date ] Dear [ enter organisation name ], Re: [ Debenture OR Floating Charge ] dated [ enter date of agreement ] (the Security Agreement) between [ enter name of Chargor ] and us (the Chargee) We confirm that [ to the best of our knowledge, information and belief ], on or before the date of this letter: no circumstance has arisen that has resulted in, or would result in, the crystallisation of the floating charge constituted by the Security Agreement; and we have not undertaken any action that has resulted in, or would result in, the crystallisation of the floating charge created under the Security...

COMPANY NUMBER: [ insert company number ] [ insert company name ] [ LIMITED OR PLC ] Minutes from a duly convened meeting of the board of directors (the Meeting) of [ insert full name of company ] (the Company) Convened at [ insert place of Meeting ]. Conducted on [ insert day, month and year of Meeting ] at [ insert time of Meeting ] [ am OR pm ] Present: [ Insert names of any directors in attendance, either in person or via any remote method (unless such methods are expressly excluded by the Company’s articles of association) [ by [ insert means of attendance for each director attending remotely ] ] ] [ In attendance: ] [ [ Insert name of any individual attending, in person or by remote means, who does not contribute to the quorum for the Meeting (eg the company secretary, any legal...

[ To be printed on the headed paper of the issuing bank ] To: [ insert name and address of beneficiary ] Date: [ insert date ] Dear [ insert organisation name ] Standby letter of credit number [ insert number ] At the instruction of, and for the account of, [ insert name of applicant ] of [ insert address of applicant ] (the Principal Debtor), we issue in your favour this irrevocable standby letter of credit (the Standby Letter of Credit). Our total aggregate liability to you under this Standby Letter of Credit is limited to a maximum of [ insert maximum aggregate liability and currency ]. This Standby Letter of Credit will lapse at the close of banking hours at our offices on [ insert expiry date ] (the Expiry Date). We shall have no obligation to honour any demand...

This Deed is dated [ insert day and month ] 20[ insert year ] Parties [ insert name of Lender ] of [ insert address ] (the Lender); and [ insert name of Chargor ], a company incorporated in England and Wales with registered number [ insert company number ], whose registered office is at [ insert address ] (the Chargor) Recitals Pursuant to a [ debenture OR mortgage ] dated [ insert date ] (the [ Debenture OR Mortgage ]), the Chargor granted a charge over the [ Charged Property OR Assets ] (as defined below) in favour of the Lender. [ In consideration of payment of £[ insert amount ] to the Lender by or on behalf of the Chargor, the Lender has agreed to discharge the [ Charged Property OR Assets ] from the [ Debenture OR Mortgage ]. ] The parties agree: 1...

[ To appear on the lender’s headed paper ] [ insert the date ] To: [ please insert the borrower’s name and address ] [ and ] [ [ please insert the guarantor’s name and address, if applicable ] ] [ [ and ] [ insert the security provider’s name and address, if applicable ] ] Dear [ insert the organisation name ] Re: The Facility Agreement as defined below.......

This Deed is dated [ insert day and month ] 20[ insert year ] Parties [ insert name of Owner ], a company incorporated in [ England and Wales ], with registered number [ insert company number ], whose registered office is at [ insert address ] (the Owner); and [ insert name of Mortgagee ] of [ insert address ] (the Mortgagee) RECITALS ( A) The Owner and the Mortgagee are parties to a loan agreement dated [ insert date ] (the Loan Agreement) [ a copy of which is attached to this Deed as Schedule 3 ], under which the Mortgagee has agreed to provide a loan of [ insert amount of loan ] to the Owner to [ re- ] finance the [ purchase OR construction ] of the m.v. [ insert name of ship ], registered as a United Kingdom ship in the...

[ To be printed on the headed paper of the arranger [ S ] ] [ insert date ] To: [ insert full name and address of [ parent ] ] Dear [ insert full name of parent ] We are writing with reference to the facilities agreement dated [ insert date of facility agreement ], made between the following parties: [ insert full name of the parent ] as the Parent; the subsidiaries of the Parent listed in [ insert Schedule containing borrowers‘ details ] as Original Borrowers; the subsidiaries of the Parent listed in [ insert Schedule containing guarantors‘ details ] as Original Guarantors; the financial institutions named in [ insert Schedule containing lenders’ details ] as Original Lenders; [ insert full name of arranger [ s ] ] as the Arranger; [ insert full name of facility agent ] We refer to the...

This Deed is dated [ insert day and month ] 20[ insert year ] Parties [ insert name of Owner ], a company incorporated in [ England and Wales ], registered number [ insert company number ], with its registered office at [ insert address ] (the Owner); and [ insert name of Mortgagee ] of [ insert address ] (the Mortgagee ). RECITALS The Mortgagee and the Owner are parties to a loan agreement dated [ insert date ] (the Loan Agreement), under which the Mortgagee has agreed to advance [ insert amount of loan ] to the Owner for the [ re- ] financing of the [ purchase OR construction ] of the m.v. [ insert name of ship ], [ registered OR to be registered ] as a United Kingdom ship in the Owner’s name under official number [ insert ship...

Dear [ insert name of client ] This letter records the guidance [ I OR we ] provided at our meeting on [ insert date ] about the proposal that your [ freehold OR leasehold ] property described as [ insert property details ] (the Property) is to be mortgaged to [ insert name of lender ] (the Lender) as security for a loan from the Lender to [ insert name of borrower ] (the Borrower). The Lender requires you to receive this advice so that, if you sign [ the mortgage [ and related documents ] OR a consent to mortgage ], you cannot later maintain that you are not legally bound by [ it OR them ]. 1 The Property is owned [ in your sole name OR in the Borrower's sole name OR in the joint names of yourself and [ insert name ] ] and you [...

This Deed is dated [ insert day and month ] 20[ insert year ]. Parties [ insert name of Transferor ] of [ insert address ] (the Transferor); [ insert name of Transferee ] of [ insert address ] (the Transferee); and [ insert name of Borrower ], a company registered in England and Wales under number [ insert company number ] with its registered office at [ insert address ] (the Borrower). Background The Transferor provided a loan facility to the Borrower on the terms and conditions contained in the Facility Agreement (as defined below). With effect from the Novation Date, the Transferor has agreed to release and discharge the Borrower from its obligations under the Facility Agreement, and the Borrower has agreed to transfer its obligations under the Facility Agreement to the...

This Deed is entered into on [ insert day and month ] 20[ insert year ] Parties [ insert name of party ] of [ insert address ] (the Senior Lender ); [ Insert name of party ] of [ insert address ] (the Junior Lender ); [ insert name of party ], a company incorporated in [ England and Wales ] under number [ insert registered number ] with its registered office at [ insert registered office ] (the Subordinated Lender ); [ insert name of party ], a company incorporated in [ England and Wales ] under number [ insert registered number ] with its registered office at [ insert registered office ] (the Borrower ). Recitals: ( A) The Senior Lender has consented to make available to the Borrower a loan facility on and subject to the terms of the Senior Facility Agreement (as defined...

This Deed is executed on [ insert day and month ] 20[ insert year ]. Parties [ insert name of Company ], a company incorporated in England and Wales with registered number [ insert company number ], with its registered office situated at [ insert address ] (the Company); and [ insert name of lender ], of [ insert address ] (the Bank). Background Under the Facility Agreement, the Company owes obligations and liabilities to the Bank. [ The Company also has funds standing to the credit of the Deposit Account [ s ] . ] In consideration of the Bank providing, or continuing to provide, the Facility to the Company, the Company has agreed to enter into this Deed......

This DEED is executed on [ insert day and month ] 20[ insert year ]. Parties [ insert name of Owner ], a company incorporated in [ England and Wales ] with registered number [ insert company number ], whose registered office is at [ insert address ] (the Owner); [ insert name of Buyer ], a company incorporated in [ England and Wales ] with registered number [ insert company number ], whose registered office is at [ insert address ] (the Buyer); and [ insert name of Charterer ], a company incorporated in [ England and Wales ] with registered number [ insert company number ], whose registered office is at [ insert address ] (the Charterer). ( Each of the Owner, Buyer and Charterer being a Party and, taken together, the Owner, Buyer and Charterer being the...

Fee Letter [ To appear on the lender’s headed paper ] [ insert date ] To: [ insert full name and address of borrower ] Dear [ insert full name of borrower ] Reference is made to the facility agreement dated [ insert date of facility agreement ], entered into by [ insert full name of borrower ] (the Borrower) and [ insert full name of lender ] (the Lender), as it may from time to time be amended, novated, supplemented, restated or replaced in accordance with its terms (the Facility Agreement). This constitutes the Fee Letter which sets out the upfront fee due from the Borrower to the Lender, as described in clause [ 9.1 ] ( Upfront fee) of the Facility Agreement......