All Categories
    Filters
    Preferences
    Search

    Negative Pledge Provisions in Loan Agreements

    $249.00
    *
    Upon completion of this webinar, participants will be able to: (1) Identify common examples of negative pledge provisions in loan and security agreements.  (2) Understand and explain to borrowers why lenders want negative pledge provisions.  (3) Understand and explain to borrowers defaults and the borrower's ability to cure.  (4) Understand helpful hints in drafting and documenting negative pledge provisions.

    A “negative pledge” clause is a provision in a loan agreement by which the borrower agrees not to grant a security interest in, or to permit a lien to arise on, some or all of the borrower's assets in favor of a third party. Such clauses are common in loan agreements, because they are critical to the lender’s agreement to extend credit to the borrower. Yet there has not been much commentary on the purpose, nature and effect of these clauses. 

    Participants in this program will obtain a much deeper understanding of these clauses and will be better prepared to negotiate them and use them to the advantage of lender or borrower clients. 

    Covered Topics:

    This session will extensively cover the following key points, among others:

    • What Are Negative Pledge Provisions and Where Are They Found? 
    • Common Examples of Negative Pledge Provisions in Loan and Security Agreements
    • Typical Carve Outs From Negative Pledge Provisions 
    • How Do Negative Pledge Provisions Tie in With Ancillary and Related Provisions in Loan and Security Agreement and Other Agreements
    • Hidden Negative Pledge Provisions
    • Why Do Lenders Want Negative Pledge Provisions? 
    • Problems Caused by Second Liens in the Enforcement of Creditors Rights
    • Problems Caused by Subordinate Liens in the Bankruptcy Context
    • What Are the Consequences for the Borrower and Others If There Is a Breach of a Negative Pledge Provision? 
    • Defaults and the Borrower's Ability to Cure
    • Defaults Under Other Agreements, Such as Guaranties
    • Helpful Hints in Drafting and Documenting Negative Pledge Provisions

    Who Should Attend?

    This informative session is designed for bankers, borrowers, and lawyers who represent bankers or borrowers. 

    This session is a cost-effective way to learn and be able to explain what negative pledge clauses do and don’t do.   You may train as many individuals as you like for one set price.  There will be no travel costs, time lost from work and no one will be required to leave the institution.

    Products specifications
    CE Credits 2.5
    Write your own review
    • Only registered users can write reviews
    • Bad
    • Excellent

    A “negative pledge” clause is a provision in a loan agreement by which the borrower agrees not to grant a security interest in, or to permit a lien to arise on, some or all of the borrower's assets in favor of a third party. Such clauses are common in loan agreements, because they are critical to the lender’s agreement to extend credit to the borrower. Yet there has not been much commentary on the purpose, nature and effect of these clauses. 

    Participants in this program will obtain a much deeper understanding of these clauses and will be better prepared to negotiate them and use them to the advantage of lender or borrower clients. 

    Covered Topics:

    This session will extensively cover the following key points, among others:

    • What Are Negative Pledge Provisions and Where Are They Found? 
    • Common Examples of Negative Pledge Provisions in Loan and Security Agreements
    • Typical Carve Outs From Negative Pledge Provisions 
    • How Do Negative Pledge Provisions Tie in With Ancillary and Related Provisions in Loan and Security Agreement and Other Agreements
    • Hidden Negative Pledge Provisions
    • Why Do Lenders Want Negative Pledge Provisions? 
    • Problems Caused by Second Liens in the Enforcement of Creditors Rights
    • Problems Caused by Subordinate Liens in the Bankruptcy Context
    • What Are the Consequences for the Borrower and Others If There Is a Breach of a Negative Pledge Provision? 
    • Defaults and the Borrower's Ability to Cure
    • Defaults Under Other Agreements, Such as Guaranties
    • Helpful Hints in Drafting and Documenting Negative Pledge Provisions

    Who Should Attend?

    This informative session is designed for bankers, borrowers, and lawyers who represent bankers or borrowers. 

    This session is a cost-effective way to learn and be able to explain what negative pledge clauses do and don’t do.   You may train as many individuals as you like for one set price.  There will be no travel costs, time lost from work and no one will be required to leave the institution.

    Products specifications
    CE Credits 2.5
    Presenters:

    Edwin Smith

     

    • Partner, Morgan, Lewis & Bockius, LLP, New York City, NY, and Boston, MA
    • Concentrates practice on commercial law and insolvency representing lenders and other creditors in domestic and cross-border transactions
    • Uniform Law Commissioner for the Commonwealth of Massachusetts and, in that capacity, participant in various drafting committees including the drafting committees for the 1995 revisions to Uniform Commercial Code (UCC) Article 5, the 1999 revisions to UCC Article 9, the 2002 amendments to UCC Articles 3 and 4 (chair), the 2010 amendments to UCC Article 9 (chair), and the 2014 amendments to the Uniform Fraudulent Transfer Act (renamed the Uniform Voidable Transactions Act)(chair)
    • Member of the Permanent Editorial Board for the Uniform Commercial Code
    • Former U.S. delegate the United Nations Commission on International Trade Law working group on secured transactions
    • Lecturer in law at various universities including most recently the Morin Centre for Banking Law Studies at Boston University School of Law
    • Wrote numerous articles and co-wrote two text books on commercial and debtor-creditor law; contributing author to Colliers on Bankruptcy
    • Member, American College of Commercial Finance Lawyers, American Law Institute, American College of Bankruptcy and International Insolvency Institute
    • J.D. degree, Harvard Law School; B.A. degree, Yale University

    ,

    Kenneth Kettering

    Kenneth Kettering is a lecturer in law at Columbia Law School. 

    He previously taught at Brooklyn Law School, University of Miami School of Law, Loyola University New Orleans School of Law and New York Law School, and at the University Of Pittsburgh School Of Law. Before joining the academy, he was a partner of Reed Smith Shaw & McClay, now Reed Smith, where his practice centered on sophisticated transactional work, including derivatives and foreign exchange transactions, syndicated lending, highly-leveraged transactions, asset-based lending, structured finance and securitization, and mergers and acquisitions.  

    While in practice, he served on the Council of the Corporation, banking and business law section of the Pennsylvania Bar Association, and as such had a major role in Pennsylvania law revision efforts relating to commercial and debtor-creditor law. He has been an active participant in numerous law revision efforts at the national level and in several states. He served as reporter for the drafting committee that prepared the 2014 amendments to the Uniform Fraudulent Transfer Act (renamed the Uniform Voidable Transactions Act). He is a fellow of the American College of Commercial Finance Lawyers and a member of the American Law Institute.  

    He has published numerous articles, chiefly on commercial and debtor-creditor law. He authored The Uniform Voidable Transactions Act.

    Kettering clerked for Judge John Minor Wisdom of the 5th U.S. Circuit Court of Appeals.

    He earned his J.D. from Harvard Law School, where he served as editor and Supreme Court co-editor on the Harvard Law Review. He received a B.S. in Mathematics from Carnegie Mellon University in 1977.