Deed Of Accession Loan Agreement Template for Philippines

A Deed of Accession Loan Agreement under Philippine law is a formal legal document that enables a new party to join an existing loan agreement and become bound by its terms and conditions. This document is governed by Philippine law and must comply with local requirements for deeds and loan agreements, including the Civil Code of the Philippines and relevant banking regulations. It details the mechanics of accession, confirms the assuming of obligations, and typically includes representations, warranties, and security arrangements. The document serves as a legally binding instrument that effectively makes the acceding party a full participant in the loan arrangement with all associated rights and obligations.

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What is a Deed Of Accession Loan Agreement?

A Deed of Accession Loan Agreement is commonly used in Philippine financing transactions when a new party needs to join an existing loan arrangement. This document type is particularly relevant in scenarios involving syndicated loans, project finance, or corporate group restructuring where additional borrowers or guarantors need to be added to an existing facility. The deed, governed by Philippine law, must comply with local legal requirements including the Civil Code of the Philippines, banking regulations, and securities laws. It typically includes detailed provisions about the accession process, confirmations of existing obligations, security arrangements, and necessary representations and warranties. The document is crucial for maintaining the integrity of loan arrangements while facilitating the addition of new parties in a legally compliant manner.

What sections should be included in a Deed Of Accession Loan Agreement?

1. Parties: Identification of all parties including the original lender(s), borrower(s), and the acceding party

2. Background: Recitals explaining the original loan agreement, reason for accession, and context of the transaction

3. Definitions and Interpretation: Definitions of key terms, including references to definitions in the original loan agreement and new terms specific to the accession

4. Accession: Core provisions detailing how the acceding party joins the loan agreement and becomes bound by its terms

5. Confirmation of Obligations: Express confirmation by the acceding party of assuming the obligations under the original loan agreement

6. Representations and Warranties: Standard and specific representations and warranties from the acceding party

7. Covenant to Pay: Specific undertaking to pay the loan amounts and other monetary obligations

8. Security Confirmation: Confirmation of existing security arrangements and their application to the acceding party

9. Further Assurance: Undertaking to execute additional documents or take further actions if required

10. Costs and Expenses: Provisions regarding who bears the costs of the accession process

11. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction details

12. Execution: Execution block with appropriate formalities for a deed under Philippine law

What sections are optional to include in a Deed Of Accession Loan Agreement?

1. Conditions Precedent: Used when the accession is subject to specific conditions being met before becoming effective

2. Additional Security Provisions: Required when new security is being provided by the acceding party

3. Tax Provisions: Needed when there are specific tax implications or arrangements for the accession

4. Guarantee Provisions: Include when the acceding party is also providing a guarantee

5. Step-In Rights: Used in project finance contexts where lenders may need step-in rights

6. Notarial Acknowledgment: Required if the deed needs to be notarized for enforcement purposes

What schedules should be included in a Deed Of Accession Loan Agreement?

1. Original Loan Agreement: Copy or summary of the original loan agreement being acceded to

2. Corporate Authorizations: Relevant board resolutions and corporate approvals for the accession

3. Conditions Precedent Documents: List of required documents and evidence to be provided before accession

4. Form of Notices: Template notices required under the accession arrangement

5. Security Documents: Copies or summaries of relevant security documents

6. Payment Schedule: Updated payment terms and schedule reflecting the accession

Authors

Alex Denne

Advisor @ GenieAI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

Philippines

Publisher

GenieAI

Document Type

Finance Agreement

Cost

Free to use

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