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.
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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
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
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
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