A loan agreement represents a contract that relates to loans of cash, but there are contracts regulating securities lending, and these are market-specific contracts. Generally, there are two types of loan agreements, which divide loans into syndicated loans and bilateral loans. Syndicated loans are offered by a group of lenders and are administered, arranged, and structured by one or more arrangers, typically by investment banks or commercial banks.
Then, loan agreements can be categorized by type of facility, resulting in two major sub-categories - revolving loans and term loans such as unsecured loans. Term loans are repaid in installments and within a specified period of repayment. Revolving loans or overdrafts allow borrowers to draw on the line of credit at any time. Interest is due on the amount withdrawn and is paid on a month to month basis.
The form of loan agreement differs depending on the financial institution, but professionally drafted documents incorporate certain elements. Most loan agreements contain repayment provisions, definitions and interpretation provisions, facility and purpose, and parties to contracts. Loan agreements also contain cancellation and prepayment provisions, interest periods and interest, along with increased cost formulae, events of default, and other elements. The severability clause is another element. This is a provision which specifies that if parts of an agreement are unenforceable or illegal, the other provisions to the contract are still applicable. If certain provision to a contract is essential for its purpose but is found to be illegal or unenforceable, the contract is voided. Some loan agreements incorporate a choice of law clause and a forum selection clause. A ‘governing law’ or ‘choice of law’ provision allows parties to a contract to agree on what laws will apply when interpreting clauses to an agreement. A forum selection clause to a contract specifies the cases in which disputes are referred to a particular court. If a forum selection clause is incorporated in an agreement, no party to the contract has the right to file a suit in another court. In addition, loan agreements may incorporate securitization provisions, amendments and waver provisions, and language provisions. Loan agreements may incorporate an appointment of a process agent provision, with process agents representing carriers and freight forwarders. A process agent, also known as resident agent, registered agent, and agent for service of process, is a point of contact in proceedings brought against brokers and motor carriers.
Being an independent party, the process agent receives documents and notices under agreements. Finally, some agreements incorporate addresses for notices, covenants of the borrower, securitization provisions, set-off clauses, etc.
Loan agreements are usually put in writing, but this is not the standard from a legal point of view.