An Intercreditor Deed is essential in complex financing arrangements where multiple creditors are involved in lending to the same borrower or group of borrowers. This document, governed by Pakistani law, is particularly crucial in project finance, syndicated lending, and structured finance transactions. The deed establishes the hierarchy of creditor claims, regulates the enforcement of security interests, and provides mechanisms for coordinating actions among different classes of creditors. It addresses key aspects such as payment priorities, security sharing, standstill periods, and voting rights for significant decisions. The document must comply with Pakistani legal requirements, including those under the Banking Companies Ordinance 1962, Contract Act 1872, and relevant banking regulations issued by the State Bank of Pakistan. The Intercreditor Deed is typically executed alongside facility agreements and security documents, forming part of a comprehensive financing package.
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1. Parties: Identifies all parties to the deed including senior creditors, mezzanine creditors, security trustee, and obligors
2. Background: Recitals explaining the context of the financing arrangements and purpose of the intercreditor deed
3. Definitions and Interpretation: Comprehensive definitions of terms used and interpretation rules
4. Ranking and Priority: Sets out the ranking of liabilities and priority of payments between creditors
5. Security and Guarantee Sharing: Provisions regarding shared security package and guarantees
6. Payment Provisions: Rules governing payments, including waterfall provisions and turnover of receipts
7. Enforcement: Rights and restrictions regarding enforcement of security and acceleration of debt
8. Standstill Period: Terms of standstill period and restrictions on creditor actions during this period
9. Application of Proceeds: Order of application of enforcement proceeds and other recoveries
10. Security Trustee Provisions: Powers, duties, and protections of the security trustee
11. Changes to Parties: Procedures for transfers, assignments, and accession of new creditors
12. Costs and Expenses: Allocation of costs and expenses among parties
13. Notices: Communication procedures and contact details
14. Miscellaneous: Standard boilerplate provisions including amendments, waivers, and severability
15. Governing Law and Jurisdiction: Pakistani law as governing law and jurisdiction provisions
1. Purchase Option: Optional provisions allowing junior creditors to purchase senior debt under specific circumstances
2. Subordinated Creditor Provisions: Additional provisions if there are deeply subordinated creditors
3. Hedge Counterparty Provisions: Specific provisions for hedge counterparties if hedging arrangements are part of the financing structure
4. ICA Agent Provisions: Additional provisions if an intercreditor agent is appointed separate from the security trustee
5. Shareholder Creditor Provisions: Specific provisions for shareholder loans or other related party debt if applicable
1. Form of Accession Deed: Standard form for new parties to accede to the intercreditor deed
2. Form of Creditor/Agent Accession Undertaking: Specific form for new creditors or agents to accede
3. Form of Debtor Accession Deed: Form for additional debtors to join the arrangement
4. Security Documents: List and details of all security documents covered by the arrangement
5. Notice Details: Contact details and notice requirements for all parties
6. Form of Resignation Letter: Standard form for resignation of agents or trustees
7. Priority Arrangements: Detailed payment waterfalls and priority arrangements
8. Hedge Counterparty Terms: Specific terms applicable to hedge counterparties if relevant
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