Law firms and deal teams

Taking the first pass on every draft, per client, in the firm's voice.

Fourteen lawyers, forty matters, and every review starts with the same sentence: we act for X, review from their side. That sentence is the brief. Leela reads the draft from the client's side, returns the issues list and the redline in the firm's voice, and keeps each client's positions in their own matter. Client matters never see each other, and the associate's evening goes to judgment rather than to the first read.

Leela Received. I am reviewing the three debt documents against the sanction letter. 6:41 PM

Reviewed against the sanction letter: 3 deviations, each classified

Dear Tessa

Three deviations.

First, the interest margin. Sanction letter paragraph 4 sanctions a spread of 2.85 percent over the reference rate. The facility agreement at clause 9.1 defines the margin by reference to Schedule 3, which sets a base of 2.60 percent plus a utilisation fee of 0.50 percent, a total of 3.10 percent. The deviation is visible only by arithmetic. I classify it as a drafting error, since the schedule appears to have been carried over from another facility. Second, the security. Paragraph 7 of the sanction letter requires the personal guarantee of the promoter as a condition precedent; clause 4.1 of the facility agreement lists the hypothecation deed but not the guarantee, and the guarantee itself is unsigned. Drafting error. Third, the tenor. Paragraph 3 sanctions 60 months; clause 7.2 provides 72. I classify this as an intended loosening, since the repayment schedule at Schedule 5 has been recalculated to 72 months, which is not an accident.

Each is corrected as a tracked change in the facility agreement with the sanction letter quoted in the margin. The deviation list sets out all three with both texts.

Leela

W Kestrel financing - deviation list.docx58 KBW Facility agreement - redline.docx734 KB

Perspective review

We represent the purchaser, ensure no rights of the purchaser are limited. Issues list, redline and margin comments from that side, in the firm's voice, from the firm's positions.

Conformance against a control document

Debt documents against the sanction letter, a shareholder's rights under the old agreement against the new. Every deviation quoted from both sides and classified.

One matter per client

A playbook per client or per practice group. The redline that goes out reads like the firm wrote it. Client matters never see each other.

Tell us about your contracting workflow.

Request access