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1. Parties: Identifies all parties to the agreement including the senior creditor(s), subordinated creditor(s), and the debtor
2. Background: Recitals explaining the context of the existing debts and the purpose of the subordination arrangement
3. Definitions and Interpretation: Defines key terms used in the agreement and sets out interpretation rules
4. Agreement to Subordinate: Core provision establishing the subordination arrangement and hierarchy of debts
5. Restrictions on Subordinated Debt: Details restrictions on payments, enforcement, and modifications of subordinated debt
6. Turnover of Proceeds: Provisions regarding the handling of any payments received in violation of the subordination
7. Representations and Warranties: Key statements of fact and assurances from each party
8. Undertakings: Ongoing obligations of the parties during the life of the agreement
9. Protection of Subordination: Mechanisms to ensure the subordination remains effective
10. Event of Default: Defines circumstances constituting default and consequences
11. Power of Attorney: Appointment of senior creditor as attorney to enforce subordination provisions
12. Duration and Termination: Term of the agreement and circumstances for termination
13. Miscellaneous: Standard boilerplate provisions including notices, amendments, governing law
14. Execution: Signature blocks and execution formalities
1. Security Provisions: Required when the subordination agreement needs to address existing or future security arrangements
2. Intercreditor Provisions: Needed when multiple creditors are involved and their relationships need to be regulated
3. Further Subordinated Debt: Included when there's a possibility of additional subordinated debt being created
4. Permitted Payments: Details specific payments that are allowed under certain conditions
5. Assignment and Transfer: Detailed provisions for transferring rights under the agreement, if transfers are to be permitted
6. Standstill Provisions: Required when specific standstill periods on enforcement are needed
7. Bankruptcy Provisions: Detailed insolvency-related provisions where bankruptcy is a specific concern
1. Schedule 1 - Existing Senior Debt: Details of all senior debt covered by the agreement
2. Schedule 2 - Subordinated Debt: Details of all subordinated debt covered by the agreement
3. Schedule 3 - Form of Accession Deed: Template for new parties to accede to the agreement
4. Schedule 4 - Notice Requirements: Detailed notice provisions and contact information for all parties
5. Schedule 5 - Permitted Payments: If applicable, detailed list of payments permitted under the agreement
6. Appendix A - Copies of Existing Debt Documents: Copies or summaries of the relevant debt instruments being subordinated
7. Appendix B - Corporate Authorizations: Copies of corporate approvals and authorizations for entering into the agreement
Accession Deed
Additional Creditor
Additional Subordinated Creditor
Affiliate
Authorisation
Business Day
Debt Documents
Default
Discharge Date
Enforcement Action
Enforcement Notice
Event of Default
Final Discharge Date
Financial Indebtedness
Group
Guarantee
Insolvency Event
Insolvency Proceedings
Interest Period
Liabilities
Loan Documents
Material Adverse Effect
Permitted Payment
Principal Documents
Priority of Payments
Proceedings
Secured Obligations
Secured Parties
Security
Security Documents
Senior Creditor
Senior Debt
Senior Default
Senior Discharge Date
Senior Finance Documents
Senior Lender
Senior Liabilities
Standstill Period
Subordinated Creditor
Subordinated Debt
Subordinated Finance Documents
Subordinated Liabilities
Subordination
Subordination Period
Turnover Proceeds
Working Day
Interpretation
Definitions
Subordination
Ranking
Payment Restrictions
Turnover
Enforcement
Representations and Warranties
Undertakings
Security
Permitted Payments
Standstill
Power of Attorney
Information Rights
Default
Accession
Assignment and Transfer
Amendments and Waivers
Notices
Calculations and Certificates
Partial Invalidity
Remedies and Waivers
Confidentiality
Counterparts
Governing Law
Jurisdiction
Service of Process
Indemnities
Costs and Expenses
Term and Termination
Further Assurance
Banking and Financial Services
Corporate Finance
Private Equity
Real Estate
Infrastructure
Manufacturing
Retail
Technology
Healthcare
Energy
Telecommunications
Legal
Finance
Treasury
Corporate Finance
Risk Management
Compliance
Credit
Executive Management
Company Secretarial
Corporate Banking
Investment
Chief Financial Officer
Finance Director
Treasury Manager
Corporate Finance Manager
Legal Counsel
Company Secretary
Risk Manager
Credit Manager
Investment Manager
Debt Restructuring Specialist
Corporate Banking Manager
Financial Controller
Compliance Officer
General Counsel
Managing Director
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