Asset Based Loan Agreement for the United Kingdom

Asset Based Loan Agreement Template for England and Wales

An Asset Based Loan Agreement under English and Welsh law is a sophisticated financing arrangement where a loan facility is secured against specific assets of the borrower, such as inventory, accounts receivable, equipment, or real estate. The agreement details the terms of the facility, including borrowing base calculations, asset monitoring requirements, financial covenants, and security arrangements. It incorporates specific provisions for valuation, reporting, and enforcement mechanisms unique to asset-based lending structures.

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What is a Asset Based Loan Agreement?

The Asset Based Loan Agreement is utilized when businesses seek financing secured against their operating assets. This document, governed by English and Welsh law, establishes a revolving credit facility where the borrowing capacity is determined by the value of the pledged assets. It's particularly suitable for companies with substantial tangible assets seeking flexible working capital solutions. The agreement includes detailed provisions for asset valuation, monitoring, and reporting requirements, ensuring the lender maintains adequate security coverage throughout the facility's life.

What sections should be included in a Asset Based Loan Agreement?

1. 1. Parties: Identifies and defines the lender, borrower, and any guarantors to the agreement

2. 2. Background: Sets out the context and purpose of the loan agreement, including the nature of the asset-based lending arrangement

3. 3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules

4. 4. The Facility: Details of the loan facility, including amount, purpose, and asset-based lending mechanics

5. 5. Security: Description of assets provided as security and the security interest creation

6. 6. Conditions Precedent: Conditions that must be satisfied before drawdown of the facility

7. 7. Representations and Warranties: Statements of fact made by the borrower regarding their business and secured assets

8. 8. Covenants: Ongoing obligations of the borrower including financial covenants and asset maintenance requirements

9. 9. Events of Default: Circumstances that trigger default and enforcement remedies

What sections are optional to include in a Asset Based Loan Agreement?

1. Guarantees: Required when third-party guarantees are part of the security package

2. Intercreditor Provisions: Regulates relationship between multiple creditors when there are multiple lenders or ranking of security

3. Insurance Requirements: Specific insurance requirements for secured assets when particular asset insurance is required

4. Asset Monitoring: Specific provisions for monitoring and reporting on the secured assets when enhanced oversight is needed

What schedules should be included in a Asset Based Loan Agreement?

1. Schedule 1 - Conditions Precedent: Detailed list of required documents and conditions to be satisfied

2. Schedule 2 - Form of Drawdown Notice: Template for requesting loan disbursements

3. Schedule 3 - Secured Assets: Detailed description and valuation of assets provided as security

4. Schedule 4 - Financial Covenants: Detailed financial ratios, calculations and reporting requirements

5. Schedule 5 - Form of Compliance Certificate: Template for periodic compliance reporting

6. Schedule 6 - Borrowing Base Calculation: Formula and methodology for calculating the borrowing base against secured assets

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

England and Wales

Publisher

Genie AI

Document Type

Loan Agreement

Sector

Banking

Cost

Free to use
Relevant legal definitions
Clauses
Industries

Financial Services and Markets Act 2000: Primary legislation governing financial services regulation in the UK, establishing regulatory framework for financial activities including lending

Consumer Credit Act 1974: Regulates credit agreements with consumers, including mandatory terms and consumer protections in lending arrangements

Law of Property Act 1925: Fundamental legislation governing real property rights and security interests in England and Wales

Companies Act 2006: Primary legislation governing company operations, including registration of charges and corporate borrowing

Sale of Goods Act 1979: Legislation governing the sale of goods, relevant for inventory-based lending and asset-based finance

FCA Handbook: Regulatory guidelines including CONC (Consumer Credit sourcebook) containing detailed rules for credit-related regulated activities

UK Money Laundering Regulations 2017: Regulations requiring due diligence and verification procedures in financial transactions

Financial Collateral Arrangements (No.2) Regulations 2003: Regulations governing financial collateral arrangements and enforcement rights

Bills of Sale Acts 1878 and 1882: Historic legislation governing security over personal chattels, relevant for certain types of asset-based lending

Land Registration Act 2002: Legislation governing the registration of interests in land, relevant when real property forms part of the security package

Unfair Contract Terms Act 1977: Controls unfair terms in business contracts and limits ability to exclude certain liabilities

Consumer Rights Act 2015: Modern legislation protecting consumer rights, including unfair terms in consumer contracts

Enterprise Act 2002: Contains provisions regarding enforcement of security and insolvency proceedings

Insolvency Act 1986: Primary legislation governing corporate insolvency and security enforcement in insolvency scenarios

Small Business, Enterprise and Employment Act 2015: Legislation affecting lending to small businesses and related regulatory requirements

LMA Guidelines: Loan Market Association standards and recommended forms for loan documentation

ABFA Standards: Asset Based Finance Association industry standards and best practices for asset-based lending

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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