# Loan agreement review
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Review loan and credit agreements clause-by-clause from the borrower or lender perspective.

Review loan and credit agreements clause-by-clause from the borrower or lender perspective. Covers interest rate provisions (fixed, variable, SOFR/SONIA benchmark transition, default rate, usury compliance), financial covenants (leverage ratio, interest coverage, fixed charge coverage, minimum liquidity, net worth, equity cure), affirmative and negative covenants, representations and warranties, conditions precedent to drawdown, events of default (payment, cross-default, cross-acceleration, MAC/MAE, judgment, insolvency), remedies and acceleration, prepayment provisions (voluntary, mandatory sweeps, make-whole, yield maintenance), security and collateral requirements (UCC Article 9 perfection, IP security interests, springing liens), guaranty provisions, intercreditor arrangements (first/second lien, unitranche FLFO), assignment and participation mechanics, and amendment/waiver provisions (required lender thresholds, yank-a-bank). Also covers EU Credit Servicers Directive 2021/2167, UK Financial Collateral Arrangements Regulations 2003, LMA Green Loan and sustainability-linked loan provisions, and LSTA model credit agreement mechanics. Produces clause-by-clause review with borrower-favorable and lender-favorable redline recommendations and negotiation prioritization.

This skill reviews loan agreements, credit agreements, and facility agreements from the borrower's or lender's perspective. It performs clause-by-clause analysis against market standards (LMA for English law / LSTA for New York law) and the reviewing party's preferred positions, identifies deviations, and generates actionable redlines. **Covers:** - Bilateral and syndicated loan facilities (term loans, revolving credit facilities, delayed-draw term loans, unitranche, first-lien/second-lien structures) - All core loan agreement sections: interest, covenants, events of default, security, prepayment, intercreditor arrangements, and amendment mechanics - Financial covenant testing: leverage, interest coverage, fixed charge coverage, minimum liquidity, net worth, and equity cure mechanics - Benchmark rate transition (SOFR, SONIA, EURIBOR) and post-LIBOR drafting - Security perfection analysis: UCC Article 9 (US), FCAR 2003 (UK), and EU considerations - ESG/sustainability-linked loan provisions (LMA November 2024 Green Loan provisions) - LMA (English law) and LSTA (New York law) market standard comparisons - EU Credit Servicers Directive 2021/2167 implications for loan transfers - Intercreditor analysis: first/second lien, unitranche/FLFO (first-out/last-out), Agreement Among Lenders (AAL) structures **Does not:** - Provide legal advice or replace qualified banking and finance counsel - Apply exclusively to any single jurisdiction — uses jurisdiction-agnostic framework with [JURISDICTION-SPECIFIC] markers - Perform quantitative financial modelling (debt ...

## Jurisdictions

Global



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*Legalcode -- legalcode.md*
