Tranche Loan Agreement for the United States

Tranche Loan Agreement Template for United States

A Tranche Loan Agreement is a sophisticated financial instrument used in the United States that structures a loan into multiple portions (tranches) with different terms, conditions, and disbursement schedules. This agreement type is governed by federal banking regulations and state-specific lending laws, including usury restrictions. It details the conditions for drawdown, interest rates, repayment terms, and security arrangements for each tranche, while ensuring compliance with U.S. banking and securities regulations.

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What is a Tranche Loan Agreement?

A Tranche Loan Agreement is utilized when complex financing requires staged disbursement or different risk profiles within the same loan facility. This document type is particularly common in project finance, real estate development, and corporate acquisitions within the United States. The agreement specifies how and when each tranche can be drawn, the conditions precedent for disbursement, and the distinct terms applying to each portion of the loan. It must comply with U.S. federal regulations including the Truth in Lending Act and state-specific banking laws. The document typically includes comprehensive security provisions, financial covenants, and reporting requirements tailored to each tranche's risk profile.

What sections should be included in a Tranche Loan Agreement?

1. Parties: Identification of lender, borrower, and any guarantors

2. Background: Purpose of the loan and context of the agreement

3. Definitions: Key terms used throughout the agreement including TILA and ECOA required definitions

4. Facility Details: Loan amount, tranches structure, and purpose

5. Interest and Fees: Interest rates, calculation methods, and applicable fees in compliance with state usury laws

6. Drawdown Conditions: Requirements for accessing each tranche

7. Repayment Terms: Payment schedule and methods

8. Representations and Warranties: Statements of fact by borrower including compliance with relevant laws

9. Events of Default: Circumstances constituting default and consequences

What sections are optional to include in a Tranche Loan Agreement?

1. Security: Details of collateral and security arrangements under UCC Article 9

2. Guarantees: Third-party guarantees and associated obligations

3. Syndication Provisions: Terms for multiple lenders including voting rights and transfer provisions

4. Regulatory Compliance: Specific provisions for compliance with Bank Secrecy Act and anti-money laundering requirements

What schedules should be included in a Tranche Loan Agreement?

1. Drawdown Notice: Form for requesting tranche disbursement

2. Repayment Schedule: Detailed payment timeline for each tranche

3. Conditions Precedent: List of required documents and conditions for drawdown

4. Security Details: Comprehensive description of collateral and security arrangements

5. Fee Schedule: Detailed breakdown of all applicable fees and charges

6. Required Regulatory Disclosures: TILA, ECOA, and state-specific required disclosures

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

United States

Publisher

Genie AI

Document Type

Loan Agreement

Sector

Banking

Cost

Free to use
Relevant legal definitions
Clauses
Industries

Truth in Lending Act (TILA) and Regulation Z: Federal law requiring disclosure of consumer credit terms and right of rescission provisions. Critical for ensuring transparent lending practices and proper disclosure of loan terms.

Equal Credit Opportunity Act (ECOA): Federal legislation that prohibits discrimination in lending practices and establishes requirements for credit applications and notices.

Fair Credit Reporting Act (FCRA): Federal law governing the use of credit reports and establishing restrictions on information sharing in lending contexts.

Dodd-Frank Wall Street Reform Act: Comprehensive financial reform legislation including consumer protection provisions and risk retention requirements for lenders.

Securities Acts (1933 and 1934): Federal securities laws relevant if loan tranches are to be securitized, including registration and disclosure requirements.

State Usury Laws: State-specific regulations governing maximum interest rates and fee restrictions for loans.

State Banking Regulations: State-level requirements for lending activities including licensing and state-specific disclosure obligations.

Blue Sky Laws: State securities laws applicable if tranches are considered securities under state regulations.

UCC Article 9: Uniform Commercial Code provisions governing secured transactions when loans are backed by collateral.

Federal Reserve Regulations: Banking regulations including margin requirements and other banking operational guidelines.

Bank Secrecy Act: Federal legislation establishing Know Your Customer (KYC) requirements and reporting obligations for financial institutions.

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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