TERM SHEET FOR INTERCREDITOR AGREEMENT

I. Introduction

This Term Sheet outlines the key terms and conditions agreed upon by multiple creditors who have competing interests in the same debtor's assets. It serves as a preliminary document that summarizes the key points of the intercreditor arrangement before the formal agreement is drafted. The purpose of this Term Sheet is to provide a clear understanding of the rights, obligations, and priorities of each creditor involved in the financing.

II. Parties Involved

1. Lead Lender: [Your Company Name]

   • Name: [Your Name]

   • Address: [Your Company Address]

   • Contact: [Your Company Number]
     

2. Other Creditors

   • Name: [Other Creditor Name(s)]

   • Address: [Other Creditor Address(es)]

   • Contact: [Other Creditor Contact Information(s)]
     

III. Key Terms and Conditions

1. Priority of Payments

   • Senior Debt: Senior loans with a fixed interest rate of 5% per annum

   • Subordinated Debt: Subordinated loans with a variable interest rate tied to LIBOR
     

2. Collateral

   • Shared Collateral: Real estate properties owned by the debtor

   • Priority of Collateral: Senior debt holders have priority followed by subordinated debt holders
     

3. Voting Rights

   • Major Decisions: Unanimous consent for major asset sales or restructuring

   • Other Matters: Majority vote for routine operational decisions

IV. Default and Enforcement

In the event of default by the debtor, the Intercreditor Agreement governs the following:

• Enforcement Actions: Senior debt holders can initiate foreclosure proceedings while subordinated debt holders must wait for senior debt to take action
  

• Standstill Provisions: A 90-day standstill period before creditors can take enforcement actions

V. Miscellaneous Provisions

1. Expenses

   • Cost Allocation: Costs related to foreclosure or legal actions to be shared proportionally among creditors
     

2. Amendment and Waiver

   • Conditions for Amendment: Requires written agreement of all parties

   • Waiver Provision: Limited waivers for specific instances, not a general waiver of rights
     

VI. Governing Law and Dispute Resolution

This Intercreditor Agreement is governed by the laws of [Jurisdiction]. Any disputes arising from this agreement shall be resolved through [Arbitration/Mediation/Court Proceedings] in [City, State/Country].

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