Deeds of Priority and Waivers
Customer Message
Overview
At NatWest we understand that there are different forms of finance available in the wider market and are fully committed to supporting our customers who wish to consider these alternatives alongside our own banking facilities.
Where an alternative lender requests us to agree to our customer granting security over assets already secured to us, agree the ranking of priorities of securities or effect a release of assets (e.g. purchased debts) from our existing security, then we strive to reach a decision and finalise the legal paperwork as quickly as possible.
Together with other major banks NatWest has signed up to a protocol for dealing with such matters, the details of which are set out in the following BBA Customer Factsheet (PDF, 120KB) entitled ‘Deeds of Priority and Waivers: what you need to know as a small or medium sized business and what the major banks are committed to’.
Standard Documentation
The documents listed below are merely examples of our standard forms used for agreeing the ranking priority of securities and releasing assets from security. You will see that they are marked ‘Sample’ and can not therefore be used for actual transactions.
Priority Deed
Used to regulate the ranking of 2 legal charges granted over property situated in England or Wales.
Customer is a Company or LLP.
Bank’s charge ranks first for fixed amount plus interest and charges; alternative lender’s charge second for a fixed amount plus interest and charges; and Bank’s charge third to an unlimited extent.
Example form (PDF, 47KB)
Customer is an Individual or Partnership.
Bank’s charge ranks first to an unlimited amount and alternative lender’ charge second to an unlimited amount.
Example form (PDF, 40KB)
Customer is a Company or LLP.
Bank’s charge ranks first for fixed amount plus interest and charges and alternative lender’s charge second to an unlimited amount.
Example form (PDF, 49KB)
Used to regulate the ranking of 2 Debentures
Customer is a Company or LLP.
Charges rank equally, with distributions made in proportion to sums outstanding under each at enforcement, up to capped amounts.
Example form (PDF, 180KB)
Ranking Agreement (Scotland)
Used to regulate the ranking of 2 standard securities and /or floating charges granted over property in Scotland.
Various rankings can be accommodated within the Agreement – tailoring is required.
For standard security transactions solicitors will always be involved.
Example form (PDF, 47KB)
Deed of Postponement
Used to create a simple priority agreement in relation to 2 legal charges granted over property in England or Wales.
Alternative lender’s charge ranks first for a fixed amount together with interest, charges and expenses and bank’s charge second to an unlimited extent.
Often used where the alternative lender wishes to advance further sums and requires increased priority.
Example form (PDF, 35KB)
Temporary & Conditional Release and Priority Agreement
Used to release from the bank’s debenture all or any debts purchased by a finance company.
For invoice discounting arrangements. English law applies.
Example form (PDF, 57KB)
For invoice discounting arrangements. Used in conjunction with a Ranking agreement. Scots law applies.
Example form (PDF, 42KB)
Important Information
Transactions should normally be initiated with us by the customer contacting their relationship manager or normal bank contact at the earliest opportunity to discuss the security requirements.
Once the customer has provided us with all the information which we require, and we have considered (and agreed) the request, we will produce the required documentation which will then be provided to you for signing.
One of our standard requirements is a Letter of Consent (PDF, 45KB) from the customer authorising us and you as alternative lender to disclose confidential information to each other, as may be required to agree the security arrangements. A suitable style which you may wish to print and have the customer sign is provided below, although we are of course happy to accept your own standard form or a letter from the customer, providing it contains the same minimum information.
Whilst use of our agreed standard forms is likely to result in the speediest conclusion of the paperwork, we will of course be willing to consider using one of your own standard forms, where appropriate.
If neither of us has a mutually acceptable standard form then negotiations may be required to agree the precise terms of a bespoke form. Time should be allowed to conclude such negotiations, particularly where either or both of us require to instruct solicitors to act on our behalf.
In such cases it may be appropriate to establish the final negotiated form as a ‘pre-agreed form’ to facilitate future transactions (saving time and expense). We will be happy to consider such requests. Where such a pre-agreed form already exists, this should be used wherever possible.
If you have any questions regarding our standard forms or would like to speak to us about establishing a pre-agreed form for future use then you may email us at Priority and Releases. We will endeavour to provide an initial response to you within 2 business days.
Contact us
If you have any questions regarding our standard forms or would like to speak to us about establishing a pre-agreed form for future use, please e-mail us.