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1. Parties: Identification of the Original Lender, New Lender, and Borrower with full legal names and addresses
2. Background: Recitals describing the existing loan agreement, reason for novation, and intention of the parties
3. Definitions: Definitions of key terms used in the agreement, including 'Existing Loan Agreement', 'Novation Date', and 'Outstanding Amount'
4. Novation: Core provision effecting the novation, including the discharge of original obligations and creation of new obligations
5. Conditions Precedent: Conditions that must be satisfied before the novation becomes effective
6. Outstanding Amounts: Statement of the loan amount being novated, including principal, accrued interest, and any other amounts
7. Representations and Warranties: Statements of fact and assurances from all parties regarding their capacity and authority
8. Transfer of Security: Provisions dealing with the transfer of any existing security arrangements to the new lender
9. Costs and Expenses: Allocation of costs related to the novation process
10. Notices: Communication procedures and contact details for all parties
11. Governing Law and Jurisdiction: Confirmation of German law as governing law and jurisdiction for disputes
1. Tax Provisions: Include when there are specific tax implications of the novation that need to be addressed
2. Regulatory Compliance: Include when specific banking or financial regulations apply to the transaction
3. Security Trustee Provisions: Include when there is a security trustee arrangement in place
4. Interest Rate Adjustments: Include when the novation involves changes to the interest rate structure
5. Consent of Third Parties: Include when third party consents are required for the novation
6. Registration Requirements: Include when the novation requires registration with any authorities or registries
1. Schedule 1 - Existing Loan Agreement: Copy or details of the original loan agreement being novated
2. Schedule 2 - Outstanding Amounts Calculation: Detailed calculation of all amounts outstanding under the loan as of the novation date
3. Schedule 3 - Security Documents: List and copies of all security documents being transferred
4. Schedule 4 - Form of Notice to Third Parties: Template notices to be sent to any relevant third parties regarding the novation
5. Schedule 5 - Conditions Precedent Documents: List of all documents required as conditions precedent
6. Appendix A - Payment Instructions: New payment and account details for loan servicing after novation
Banking
Financial Services
Investment Management
Corporate Finance
Real Estate
Infrastructure
Private Equity
Asset Management
Commercial Lending
Project Finance
Legal
Finance
Treasury
Credit Risk
Compliance
Portfolio Management
Transaction Management
Corporate Banking
Loan Administration
Risk Management
Chief Financial Officer
Treasury Manager
Finance Director
Legal Counsel
Banking Lawyer
Loan Officer
Credit Manager
Portfolio Manager
Relationship Manager
Risk Manager
Compliance Officer
Transaction Manager
Financial Controller
Debt Management Officer
Corporate Finance Manager
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