Anatomy of a Loan Agreement: Defined Terms, Affirmative/Negative Covenants, Events of Default, Reps and Warranties
Syndicated Loans and the Administrative Agent

Course Details
- smart_display Format
Live Online with Live Q&A
- signal_cellular_alt Difficulty Level
Intermediate
- work Practice Area
Banking and Finance
- event Date
Wednesday, May 7, 2025
- schedule Time
1:00 p.m. ET./10:00 a.m. PT
- timer Program Length
90 minutes
-
This 90-minute webinar is eligible in most states for 1.5 CLE credits.
This CLE webinar will provide a section-by-section analysis of the terms and conditions contained in a commercial loan agreement. The panel discussion will include various types of loan facilities including term loans, revolving credit facilities, and syndicated transactions.
Faculty

Mr. Monier represents financial institutions and borrowers in commercial loan transactions. He has represented agents, lenders and borrowers in syndicated credit transactions involving revolving credit facilities, term loans, letters of credit, and acquisition financings. Mr. Monier has helped lenders enter into loan facilities, represented agents in amending and restating existing credit agreements, and aided borrowers in financing for acquisitions of over 75 companies. He has experience in secured and unsecured credit facilities to real estate investment funds and to the hospitality industry.

Ms. Hughes represents some of the world’s largest financial institutions in connection with the structuring, negotiation and documentation of complex domestic and multi-jurisdictional financing transactions, including subscription-secured credit facilities with top-tier private equity and real estate funds. She also has experience representing financial institutions and commercial borrowers in syndicated credit facilities, term loans, construction loans, real estate secured loans, hybrid collateral facilities, and acquisition financings.

Ms. Simmons has a broad lending practice representing banks, financial institutions, businesses, and private equity sponsors in structuring and negotiating secured and unsecured loans, bilateral and syndicated loans, cash-flow loans, asset-based loans, reserve-based loans, leveraged loans, and subordinated debt. She has worked on transactions across a wide range of industries, including outdoor recreation, retail, food and beverage, manufacturing, equipment leasing, oil and gas, mining, energy, healthcare, logistics, construction, communications, transportation, and agriculture.
Description
The loan agreement is the central document in a commercial finance transaction. Loan agreements vary in length and complexity depending on the borrower, the lender(s), and the nature of credit, but there are terms and provisions that are common to most transactions. Counsel should have a thorough understanding of these and how they might vary depending on the transaction.
Clear and thorough definitions are a fundamental aspect of the loan agreement. They include components of the interest rate (and default rate) and the indebtedness, EBIDTA, material adverse change, permitted investments, and change of control, among other definitions. Because they appear throughout the document, a separate schedule or section containing all of the defined terms is recommended.
Loan agreements must thoroughly describe conditions of disbursement, terms of payment and prepayment, representations and warranties, affirmative and negative covenants of the borrower, events of default and remedies, and more. Syndicated loans should include various provisions regarding the rights and responsibilities of the administrative agent and the participating lenders.
Listen as our authoritative panel reviews the key sections of a loan agreement and best practices in preparing a loan agreement for various types of transactions.
Outline
- Introduction
- Certain definitions and accounting terms
- Commitments and credit extensions
- Taxes, yield protection and illegality
- Conditions precedent
- Representations and warranties
- Affirmative covenants
- Negative covenants
- Events of default and remedies
- The administrative agent
- Miscellaneous provisions
- Schedules
- Exhibits
Benefits
The panel will review these and other important issues:
- What definitions are critical in the preparation and interpretation of a loan agreement?
- What kinds of affirmative and negative covenants are included in most loan transactions?
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