The Omnibus Loan and Security Agreement is designed for complex financing arrangements in the Canadian market where multiple credit facilities and security interests need to be documented in a coordinated manner. This type of agreement is particularly useful when a borrower requires various types of credit facilities (such as term loans, revolving facilities, or letters of credit) and is providing multiple forms of security to support these facilities. The document consolidates what would otherwise be separate loan agreements and security documents into a single, comprehensive agreement, thereby ensuring consistency and avoiding potential conflicts between different facility documents. It must comply with Canadian federal banking and interest rate regulations, as well as provincial security and property laws, making it a sophisticated instrument for structured financing transactions.
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1. Parties: Identification of lender(s) and borrower(s), including full legal names and addresses
2. Background: Context of the agreement, relationship between parties, and purpose of the facilities
3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and rules of interpretation
4. The Facilities: Details of all loan facilities, including types, amounts, and purpose
5. Conditions Precedent: Conditions that must be satisfied before any drawdown
6. Drawdown Mechanics: Procedures and requirements for requesting and receiving loan advances
7. Interest and Fees: Interest rates, calculation methods, fees, and payment terms
8. Repayment and Prepayment: Terms for scheduled repayments and voluntary prepayments
9. Security: Description of security interests granted and collateral
10. Representations and Warranties: Statements of fact and assurances from the borrower
11. Covenants: Positive and negative obligations of the borrower during the loan term
12. Events of Default: Circumstances constituting default and consequences
13. Enforcement Rights: Lender's rights and remedies upon default
14. Administration: Operational aspects of the facilities and security
15. Notices: Communication requirements and contact details
16. Assignment and Transfer: Rules for transferring rights and obligations
17. General Provisions: Boilerplate clauses including governing law, jurisdiction, and amendments
1. Guarantees: Include when third-party guarantees are part of the security package
2. Intercreditor Provisions: Required when multiple lenders or ranking of security is involved
3. Currency Provisions: Include for multi-currency facilities
4. Tax Provisions: Detailed tax clauses needed for cross-border transactions or complex tax structures
5. Insurance Requirements: Detailed insurance obligations when specific insurance coverage is crucial
6. Environmental Provisions: Required when environmental risks are significant to the transaction
7. Financial Calculations: Include detailed calculation methodologies for complex financial covenants
8. Special Industry Provisions: Industry-specific terms for regulated sectors or special industries
1. Schedule of Facilities: Detailed terms and conditions for each loan facility
2. Schedule of Security: Comprehensive list and description of all security interests and collateral
3. Schedule of Guarantors: List of guarantors and their guaranteed obligations
4. Schedule of Properties: Details of any real property or significant assets subject to security
5. Schedule of Permitted Liens: Pre-approved encumbrances on collateral
6. Schedule of Material Agreements: Key contracts and agreements affecting the loan relationship
7. Form of Drawdown Notice: Template for borrower to request loan advances
8. Form of Compliance Certificate: Template for periodic confirmation of covenant compliance
9. Financial Covenants Calculations: Detailed methodology for calculating financial covenants
10. Form of Assignment Agreement: Template for transferring interests in the facilities
Relevant legal definitions
Acceleration Event
Account Bank
Additional Facility
Administrative Agent
Affiliate
Applicable Law
Applicable Margin
Approved Currency
Assignment
Availability Period
Banking Day
Base Rate
Borrower
Borrowing
Borrowing Base
Break Costs
Business Day
Canadian Dollars
Change of Control
Charged Property
Collateral
Commitment
Compliance Certificate
Conditions Precedent
Confidential Information
Credit Facility
Default
Default Rate
Drawdown
Drawdown Date
Drawdown Notice
Environmental Law
Event of Default
Facility
Facility Documents
Financial Indebtedness
Financial Statements
Force Majeure Event
Guarantor
Interest Payment Date
Interest Period
Interest Rate
Lender
Letter of Credit
LIBOR
Lien
Loan
Majority Lenders
Material Adverse Effect
Maturity Date
Obligations
Permitted Encumbrance
Permitted Indebtedness
PPSA
Principal Amount
Proceedings
Proceeds of Realization
Property
Receivables
Reference Banks
Refinancing
Repayment Date
Repayment Schedule
Representatives
Required Lenders
Reserve Requirement
Restricted Payment
Revolving Facility
Secured Assets
Secured Obligations
Secured Parties
Security
Security Documents
Security Interest
Security Period
Security Provider
Subsidiary
Tax
Term Facility
Term Loan
Transaction Documents
Transfer
Trust Property
Account Bank
Additional Facility
Administrative Agent
Affiliate
Applicable Law
Applicable Margin
Approved Currency
Assignment
Availability Period
Banking Day
Base Rate
Borrower
Borrowing
Borrowing Base
Break Costs
Business Day
Canadian Dollars
Change of Control
Charged Property
Collateral
Commitment
Compliance Certificate
Conditions Precedent
Confidential Information
Credit Facility
Default
Default Rate
Drawdown
Drawdown Date
Drawdown Notice
Environmental Law
Event of Default
Facility
Facility Documents
Financial Indebtedness
Financial Statements
Force Majeure Event
Guarantor
Interest Payment Date
Interest Period
Interest Rate
Lender
Letter of Credit
LIBOR
Lien
Loan
Majority Lenders
Material Adverse Effect
Maturity Date
Obligations
Permitted Encumbrance
Permitted Indebtedness
PPSA
Principal Amount
Proceedings
Proceeds of Realization
Property
Receivables
Reference Banks
Refinancing
Repayment Date
Repayment Schedule
Representatives
Required Lenders
Reserve Requirement
Restricted Payment
Revolving Facility
Secured Assets
Secured Obligations
Secured Parties
Security
Security Documents
Security Interest
Security Period
Security Provider
Subsidiary
Tax
Term Facility
Term Loan
Transaction Documents
Transfer
Trust Property
Clauses
Facility Terms
Interest and Fees
Security Interest
Conditions Precedent
Representations and Warranties
Affirmative Covenants
Negative Covenants
Financial Covenants
Reporting Requirements
Events of Default
Enforcement Rights
Collateral Management
Payment Terms
Currency Provisions
Set-off Rights
Assignment and Transfer
Amendments and Waivers
Confidentiality
Notices
Indemnification
Tax Provisions
Increased Costs
Force Majeure
Anti-Money Laundering
Environmental Compliance
Insurance Requirements
Information Rights
Record Keeping
Security Registration
Priority and Subordination
Guarantee Provisions
Cross-Default
Acceleration
Governing Law
Dispute Resolution
Severability
Entire Agreement
Further Assurance
Counterparts
Survival
Interest and Fees
Security Interest
Conditions Precedent
Representations and Warranties
Affirmative Covenants
Negative Covenants
Financial Covenants
Reporting Requirements
Events of Default
Enforcement Rights
Collateral Management
Payment Terms
Currency Provisions
Set-off Rights
Assignment and Transfer
Amendments and Waivers
Confidentiality
Notices
Indemnification
Tax Provisions
Increased Costs
Force Majeure
Anti-Money Laundering
Environmental Compliance
Insurance Requirements
Information Rights
Record Keeping
Security Registration
Priority and Subordination
Guarantee Provisions
Cross-Default
Acceleration
Governing Law
Dispute Resolution
Severability
Entire Agreement
Further Assurance
Counterparts
Survival
Relevant Industries
Banking and Financial Services
Manufacturing
Real Estate
Infrastructure
Energy
Technology
Healthcare
Retail
Transportation and Logistics
Agriculture
Mining and Resources
Construction
Hospitality
Telecommunications
Relevant Teams
Legal
Finance
Treasury
Risk Management
Compliance
Credit
Corporate Banking
Commercial Banking
Documentation
Security Administration
Portfolio Management
Transaction Management
Relevant Roles
Chief Financial Officer
Treasury Manager
Finance Director
Corporate Counsel
Legal Director
Risk Manager
Credit Manager
Relationship Manager
Commercial Banking Officer
Corporate Banking Director
Compliance Officer
Security Trustee Officer
Portfolio Manager
Transaction Manager
Senior Credit Analyst
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