Intercreditor Agreement (Real Estate) Template for Belgium

The Intercreditor Agreement (Real Estate) is a crucial document in Belgian real estate financing transactions where multiple creditors are involved in the financing structure. It becomes necessary when there are different classes of creditors (such as senior lenders, mezzanine lenders, and hedge counterparties) providing financing for real estate acquisitions, developments, or refinancing in Belgium. The agreement establishes the ranking and relationship between these creditors, sets out the payment priorities, defines enforcement rights, and addresses security sharing arrangements, all within the framework of Belgian law. It includes specific provisions addressing Belgian mortgage law requirements, security interest rankings, and enforcement procedures, while ensuring compliance with local property and security regulations. This document is particularly important given Belgium's specific legal requirements regarding security interests in real estate and the registration of mortgages.

1. Parties: Identification of all creditors, debtors, security agents, and other relevant parties

2. Background: Context of the financing arrangement, existing facilities, and purpose of the agreement

3. Definitions and Interpretation: Defined terms, construction rules, and Belgian law-specific interpretations

4. Ranking and Priority: Establishment of creditor rankings, priority of payments, and security interests

5. Payment Provisions: Rules governing payments, payment waterfall, and turnover obligations

6. Security Principles: Principles governing shared security, including mortgage arrangements

7. Enforcement: Rights and limitations regarding enforcement of security, including real estate specific provisions

8. Application of Proceeds: Rules for distributing proceeds from enforcement or insolvency

9. Changes to Parties: Transfer and assignment provisions, including requirements under Belgian law

10. Administration of Security: Role and powers of security agent, particularly regarding real estate security

11. Costs and Expenses: Allocation of costs, including registration and enforcement expenses

12. Notices: Communication requirements and methods

13. Miscellaneous: Standard boilerplate provisions adapted for Belgian law

14. Governing Law and Jurisdiction: Belgian law as governing law and jurisdiction provisions