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Loans Contract Terms

A&O Shearman

An important treatment of modified standard form agreements

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The Court of Appeal has reversed the High Court’s decision that a modified standard form sub-participation agreement was a hybrid arrangement rather than a conventional sub-participation. The judgment is a useful illustration...more

Cadwalader, Wickersham & Taft LLP

Subscription Agreements 101 – Back to Basics July 2024 - Subscription Agreements

We have said it before – the “credit cornerstone” of a subscription credit facility is the limited partnership agreement (the “LPA”) – it is the primary contract, together with any side letters, governing the relationship...more

White & Case LLP

Extension of consumer protection to farmers - new rules for entering into contracts

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On January 7, 2024, the Act of April 14, 2023, on Consumer Lombard Loans (the "Act") entered into force. The Act introduces significant changes in financing provided to farmers and extends consumer protection to farmers....more

Bricker Graydon LLP

Lenders Beware - Ohio Appellate Decision Impacts Guaranties

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A recent opinion from the First Appellate District of Ohio is noteworthy for lenders for two reasons: (1) what language not to insert in a guaranty; (2) what information potentially needs to be relayed to a potential...more

Goodwin

FAQs About US Bank Failure

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Deposit Insurance - Are the deposits at my bank FDIC-insured? Deposits held at FDIC-insured depository institutions are insured up to $250,000 per depositor for deposits held in the same “right and capacity.”...more

Cadwalader, Wickersham & Taft LLP

Foreign Sovereign Immunity Garden Guide September 2023 - Laying the Groundwork on Foreign Sovereign Immunity

The doctrine of sovereign immunity is a foundational element of the interplay between a governmental investor’s contractual obligation to satisfy capital calls and a fund’s or lender’s ability to enforce that obligation...more

Cadwalader, Wickersham & Taft LLP

Fore!ward June 2023 - Make-Whole Clauses: It's All About the Enforceability Question

Make-whole clauses (also known as prepayment premiums, call premiums or call protection) are provisions in financing transactions that require the borrower to make a specified payment to the lender if a loan is prepaid before...more

Cadwalader, Wickersham & Taft LLP

Forbear and Move Forward April 2023 - Forbearance Agreements: Bringing the Deal Parties Together

During times of market disruption and economic uncertainty, the representations and covenants set forth in a credit agreement play an even more important role in the ongoing relationship among the loan parties and lenders....more

Tannenbaum Helpern Syracuse & Hirschtritt LLP

The “Art” of Negotiating a Commercial Real Estate Mortgage Loan Term Sheet

When a borrower is seeking real estate financing, there is invariably timing pressure to solidify a mortgage loan term sheet (on occasion, in the form of a loan commitment or loan application), so that the next steps in the...more

A&O Shearman

Absolute discretion? Absolutely!

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An express absolute discretion has been held to be just that. It was not restricted by any implied duty to act in good faith or Braganza-style duty....more

Katten Muchin Rosenman LLP

California Court of Appeal Ruling Limits Application of Default Interest

The California Court of Appeal recently ruled that California law treats default interest measured against the unpaid principal balance of a loan as an unenforceable penalty. In Honchariw v. FJM Private Mortgage Fund, LLC...more

Farrell Fritz, P.C.

Magic Words Still Matter, and Equitable Defenses Can’t Save a “Void” Transfer

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New York’s default rules regarding LLC members’ rights to transfer their interests appear in sections 603 and 604 of the LLC Law. Section 603 provides that a membership interest is fully assignable, but the assignee does not...more

A&O Shearman

The Scope of Article 8 Mandatory Choice-of-Law Rule

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The scope of the mandatory choice-of-law rule set forth in Uniform Commercial Code (UCC) section 8-110(a)(1), which provides that “the local law of the issuer’s jurisdiction . . . governs . . . the validity of a security,” is...more

Emmet, Marvin & Martin LLP

COVID-19 AND THE LAW: MAC/MAE Clauses in New York Credit Agreements

With the COVID-19 pandemic continuing to adversely impact businesses across the globe, for the past year lenders have been reviewing their portfolios for credit degradation. Credit agreements will often contain a clause in...more

McGlinchey Stafford

The Bullet Point: An Ohio Commercial Law Bulletin: Do I Have An Enforceable Contract?

McGlinchey Stafford on

Contract Interpretation McCruter v. Travelers Home & Marine Ins. Co., 11th Dist. Lake No. 2019-L-167, 2021-Ohio-472- In this appeal, the Eleventh Appellate District affirmed in part and reversed in part the lower court’s...more

Cadwalader, Wickersham & Taft LLP

An Interpretation of ‘Discharge for Value’

As most in the loan market are by now aware, the United States District Court in the Southern District of New York issued a decision on February 16, 2021 In Re Citibank August 11, 2020 Wire Transfers that certain lenders were...more

Carlton Fields

Third Circuit Upholds Pennsylvania Federal Court’s Finding That an Arbitration Agreement Is Unenforceable Where It Limits...

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In Williams v. Medley Opportunity Fund II, LP, plaintiffs Christine Williams and Michael Stermel obtained payday loans from American Web Loan, Inc. (AWL), an online entity owned by the Otoe-Missouria Tribe of Indians. The...more

Sullivan & Worcester

Meeting the Challenges Covid-19 Poses for Trade Finance Transactions: Key Issues to Consider When Making Amendments and Waivers

Sullivan & Worcester on

This article is the second in a series looking at how to address some of the issues affecting trade finance documentation and transactions in the current climate. The first article in this series analysed some of the...more

Bilzin Sumberg

Coronavirus Q&A: Current State of the Hotel Market

Bilzin Sumberg on

In this edition of Coronavirus Q&A, Bilzin Sumberg's real estate leader discussed the current challenges that hotel owners face and the rocky road ahead for that sector. Originally Published in Law360 - August 2020....more

Carlton Fields

Third Circuit Concludes Arbitration Agreement Is Unenforceable Under the Prospective Waiver Doctrine

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The Third Circuit Court of Appeals has refused to enforce an arbitration agreement because it impermissibly limited claims to those available under tribal law at the expense of federal statutory claims. The court also...more

Hogan Lovells

Impact of coronavirus on loans in Italy (UPDATE)

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We describe below the legal impact on Italian loan transactions of the current health emergency caused by COVID-19 in light of the latest legislative measures, including a suspension of interest and principal payments on...more

Shook, Hardy & Bacon L.L.P.

COVID-19 Client Primer | Considerations for Commercial Borrowers in the Midst of the COVID-19 Pandemic

Considerations for Commercial Borrowers in the Midst of the COVID-19 Pandemic - As the COVID-19 pandemic wreaks havoc on current and projected financial performance for many businesses, commercial borrowers are...more

Sullivan & Worcester

Navigating CRE Loan Covenants in the Era of COVID-19

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You’ve made it to the end of the quarter, and now it’s time to prepare your quarterly financial statements and send them off to your lender. Until recently, you may not have paid close attention to certain provisions in the...more

Lowenstein Sandler LLP

Paycheck Protection Program (PPP) Information Sheet: Nonprofit Borrowers

The following information has been adapted from the Small Business Administration’s (SBA) Paycheck Protection Program Borrower Information Fact Sheet to provide information tailored for nonprofits. What is the Paycheck...more

Greenbaum, Rowe, Smith & Davis LLP

SBA Announces Rule Governing Paycheck Protection Program

On April 2, 2020, the Small Business Administration (SBA) issued its Paycheck Protection Program (PPP) Interim Final Rule, which makes some key changes to the implementation of the PPP program announced in Sections 1102 and...more

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