A Loan Note Agreement is commonly used in Singapore's financial markets when one party wishes to extend credit to another under documented terms. This instrument combines elements of both a promissory note and a loan agreement, providing detailed terms while maintaining transferability. Under Singapore law, these agreements must comply with local regulatory requirements, particularly regarding interest rates, security registration, and disclosure obligations. The document typically includes comprehensive provisions on drawdown conditions, repayment terms, events of default, and enforcement mechanisms, making it suitable for both institutional and private lending arrangements.
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1. Parties: Details of the lender and borrower, including full legal names, registration numbers, and registered addresses
2. Background: Context of the loan transaction and relationship between parties
3. Definitions: Key terms used throughout the agreement including financial terms, parties, and technical definitions
4. Loan Amount and Purpose: Specification of principal amount, currency, and intended use of funds
5. Interest Rate and Calculations: Interest rate, calculation methodology, payment frequency, and default interest provisions
6. Repayment Terms: Schedule and method of repayment, including prepayment terms and conditions
7. Events of Default: Comprehensive list of default events and their consequences
8. Representations and Warranties: Statements of fact and assurances by parties regarding their capacity and authority
1. Security: Details of any collateral, guarantees, or other security arrangements when loan is secured
2. Conversion Rights: Terms and conditions for converting debt to equity, applicable for convertible loan notes
3. Subordination: Priority ranking of the loan and relationship with other creditors when multiple creditors are involved
4. Transfer Provisions: Rules and procedures for transferring the loan note if the note is transferable
1. Repayment Schedule: Detailed schedule of payment dates, amounts, and breakdown between principal and interest
2. Form of Transfer Certificate: Standard template for documenting transfers of the note between parties
3. Security Documents: Detailed documentation of security arrangements, including asset descriptions and enforcement mechanisms
4. Conditions Precedent: Comprehensive list of conditions that must be satisfied before loan drawdown
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