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Intercreditor Lien Priority

Draft Intercreditor Lien Priority Agreements in Minutes

14 minutes with CaseMark

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Intercreditor Lien Priority

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Intercreditor Lien Priority

Overview

CaseMark's Intercreditor Lien Priority skill automates the drafting of complex first lien/second lien intercreditor agreements that govern shared collateral, remedies, and payment rights. It transforms deal term sheets and existing credit documents into comprehensive, deal-ready agreements with fully customizable standstill, waterfall, and bankruptcy provisions.

Drafting intercreditor agreements is one of the most complex tasks in leveraged finance, requiring meticulous coordination of lien priority, standstill mechanics, payment waterfalls, and bankruptcy provisions across multiple source documents. Manual drafting is time-intensive, error-prone, and often results in missed clauses or inconsistent terms that create costly negotiation delays.

CaseMark automates intercreditor agreement drafting by extracting deal terms from your term sheet and credit documents, populating a structured key elections framework, and generating a comprehensive agreement covering all critical articles. The built-in checklist ensures no essential provision is omitted, delivering a polished first draft ready for review and negotiation.

How it works

  1. 1. Upload your deal term sheet and existing credit/security documents

  2. 2. AI extracts party roles, collateral scope, standstill terms, and key elections

  3. 3. Review and customize the drafted intercreditor agreement with deal-specific provisions

  4. 4. Export the finalized agreement in your preferred format (DOCX, PDF)

What you get

  • Definitions and Construction

  • Lien Priority and Subordination

  • Enforcement Rights and Standstill

  • Payment Waterfall and Turnover

  • Bankruptcy and Insolvency Provisions

  • Amendments and Restrictions on Second Lien Documents

  • Representations, Warranties, and Covenants

  • Miscellaneous Provisions

What it handles

  • Automated lien priority and subordination clauses with first lien/second lien hierarchy

  • Configurable standstill periods with customizable triggers and enforcement controls

  • Payment waterfall and turnover provisions aligned to deal-specific terms

  • Bankruptcy and insolvency provisions including DIP financing, 363 sales, and plan voting

  • Required-clauses checklist ensuring no critical provisions are missed

  • Key elections table for rapid customization of deal-specific terms

Required documents

  • Deal Term Sheet

    The term sheet outlining parties, collateral scope, standstill terms, permitted payments, and other key deal parameters

    .pdf, .docx

  • Credit and Security Agreements

    Existing first lien and second lien credit agreements and security agreements defining obligations and collateral

    .pdf, .docx

Supporting documents

  • Prior Intercreditor Agreement

    Any existing intercreditor agreement being amended, restated, or replaced in a refinancing

    .pdf, .docx

  • Collateral Description Schedule

    Detailed schedule of shared and excluded collateral for precise collateral scope drafting

    .pdf, .docx

Why teams use it

Reduce drafting time from days to minutes while maintaining precision on complex lien priority structures

Ensure completeness with an automated required-clauses checklist covering all critical intercreditor provisions

Customize every key election—standstill triggers, permitted payments, enforcement rights—directly from your term sheet

Minimize negotiation cycles with clean, market-standard drafting that addresses bankruptcy, turnover, and subordination

Questions

What types of intercreditor agreements can this skill draft?

CaseMark drafts first lien/second lien intercreditor agreements governing shared collateral, including standstill provisions, enforcement controls, payment waterfalls, turnover obligations, and bankruptcy-related provisions under 11 U.S.C. § 510(a).

Can I customize the standstill period and enforcement triggers?

Absolutely. CaseMark presents a key elections table where you specify standstill triggers, duration, permitted payments to second lien holders, and post-standstill enforcement rights. Every election is fully configurable to match your deal terms.

Does the output address bankruptcy and insolvency scenarios?

Yes. CaseMark generates comprehensive bankruptcy provisions covering DIP financing consent, cash collateral usage, Section 363 sale procedures, plan voting restrictions, and adequate protection waivers—all critical for intercreditor governance in distressed scenarios.

How does CaseMark ensure no critical clauses are missing?

CaseMark runs a built-in required-clauses checklist that verifies inclusion of absolute lien priority, subordination continuity, turnover obligations, anti-amendment protections, and other essential provisions before the draft is finalized.

Can this handle refinancing or amendment scenarios?

Yes. CaseMark supports drafting for new financings, refinancings, and intercreditor renegotiations. The skill accounts for discharge definitions, replacement lien provisions, and restrictions on amendments to second lien documents.

What governing law options are supported?

CaseMark defaults to the most common U.S. governing law elections—New York and Delaware—but you can specify any U.S. jurisdiction. The miscellaneous provisions include jurisdiction, jury waiver, and notice mechanics tailored to your selection.

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