LOAN AGREEMENT CLAUSES

Find every promise your loan agreement makes you keep

Covenants are the ongoing promises a borrower makes for the life of a loan: to deliver financial statements, to keep certain ratios within limits, and not to take on more debt, sell key assets or pay dividends without consent. Ask Search+ to list the covenants in your agreement, then ask how each financial covenant is defined and tested, and read the cited text that sets the limit.

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Last updated October 2026

How to review loan covenants with Search+

  1. Upload the agreement and the compliance certificate form

    Add the loan agreement and, if there is one, the form of compliance certificate from the schedules. The certificate shows how the covenants are reported in practice.

  2. Ask for each covenant family on its own

    Ask about information covenants, financial covenants and negative covenants as separate questions. Each family sits in its own part of the agreement and answers stay easier to check.

  3. Trace the definitions behind the numbers

    Financial covenants depend on defined measures of earnings, debt or cash. Ask how each measure is defined so its citation is in front of you before you rely on a figure.

Questions about loan covenants

Financial tests

Which financial covenants does this agreement contain, and on what dates are they tested?

New borrowing

What does the negative covenant allow in terms of additional debt or liens?

Distributions

Can the borrower pay dividends or distributions, and on what conditions?

Reporting

Which financial statements and certificates must be delivered to the lender, and when?

Breach

What happens if a financial covenant is breached, and is there an equity cure?

What to look for in loan covenants

Positive, negative and financial

Positive covenants require actions, negative covenants forbid actions without consent, and financial covenants set measurable limits. Commercial loan agreements often contain all three; simpler loans may have few or no financial covenants.

Definitions move the numbers

A ratio limit only means something together with the definitions of its parts, including the add-backs allowed. Two agreements with the same limit can be very different.

Baskets and exceptions

Negative covenants usually come with permitted amounts or exceptions. They are where flexibility lives, so ask about them by name.

Testing dates and periods

Covenants may be tested quarterly, on drawdown or on a rolling basis. Ask exactly when and over what period each one is measured.

Answers drawn from the whole agreement

Ask across the full document and Search+ can combine the covenant, its definitions and its consequences in one answer, citing each part.

Covenant wording and what to ask next

Wording you may seeWhat it usually signalsA follow-up question
"shall not incur any Indebtedness"A debt restrictionWhich debt is permitted under the exceptions?
"Leverage Ratio shall not exceed"A financial covenantHow is the ratio calculated and on which dates?
"Permitted Distributions"A defined exception for payoutsWhat conditions apply before a distribution is allowed?
"deliver within ... days after the end of each"A reporting covenantWhich documents and by when?
"equity cure"A right to fix a breach with new equityHow many times can the cure be used?
"negative pledge"A ban on granting security to othersAre any existing liens permitted?

What are loan covenants?

Loan covenants are the promises in a loan agreement about what the borrower will do, will not do and will maintain while the loan is outstanding, usually backed by the lender's default rights.

Representations are statements of fact made at a point in time, such as at signing. Covenants are continuing obligations for the life of the loan.

Questions about loan covenants

Can Search+ list all the covenants in my loan agreement?
Ask for them family by family. Each answer cites the covenant sections it relied on; check the cited sections, because a single answer may not catch every exception.
Will it show me how a financial covenant is calculated?
Ask how the covenant and each defined measure are calculated. The answer cites the definitions, so you can read the add-backs and exclusions in the original wording.
Can it tell me what a covenant breach leads to?
Ask what happens on breach of a financial covenant. The answer can draw on the events of default and any cure right, citing each clause.
Can I check covenants against a lender's later amendment?
Yes. Upload the amendment to the same workspace and ask whether any covenant changed. Both documents are cited where they are used.
Is this financial or legal advice on covenant compliance?
No. Search+ helps you find and read the covenant terms. It is not legal or financial advice; compliance calculations and judgments are for your finance team and advisers.

Know what you promised the lender

Start a workspace, upload the loan agreement, and ask about each covenant.

Start a workspace