Nonrecourse Carve-Outs, Bad-Boy Guaranties, and Personal Liability

Avoiding or Resolving Lender and Guarantor Disputes in and Outside of Bankruptcy

A live 90-minute premium CLE video webinar with interactive Q&A

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Tuesday, January 17, 2023

1:00pm-2:30pm EST, 10:00am-11:30am PST

Early Registration Discount Deadline, Friday, December 23, 2022

or call 1-800-926-7926

This CLE course will offer real estate and finance counsel an examination of some of the more troublesome provisions at the heart of disputes between borrowers and lenders. The panel will review commonly used carve-outs in nonrecourse clauses, analyze operative provisions in bad-boy guarantees, and discuss significant court cases, including Cherryland and its progeny. The panel will outline strategies for avoiding and resolving disputes involving these provisions.

Description

Despite many commercial loans characterized as "nonrecourse," most lenders require that a guarantor with sufficient net worth stand behind certain of the borrower's obligations under the loan. Such guarantors often believe that they are guaranteeing only against affirmative bad acts by the borrower, but lender recourse obligations often go beyond just "bad boy" carve-outs.

Counsel to borrowers and lenders must anticipate the harsh pitfalls in using carve-outs in so-called nonrecourse loans and must understand the operative provisions of the "springing recourse" and bad-boy guarantees.

Listen as our authoritative panel of real estate and bankruptcy attorneys explains recent legal developments in the use and enforcement of commercial real estate loan guaranties, carve-outs in nonrecourse provisions, and Cherryland and other current case law. The panel will also discuss strategies for resolving disputes involving these provisions.

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Outline

  1. "Springing recourse" and bad-boy guaranties
    1. Single-purpose entity/separateness: requirements and violations; Cherryland
    2. Substantive consolidation in bankruptcy
    3. Other
  2. Nonrecourse carve-outs
    1. Carve-outs from A to Z
    2. Environmental indemnities
    3. Recent case law concerning nonrecourse loans
    4. Sample provisions
  3. Bankruptcy perspective

Benefits

The panel will review these and other relevant issues:

  • What are the types of nonrecourse carve-outs? How should counsel approach them?
  • What are the legal and practical ramifications for the guarantor of a defaulted loan under a carve-out guaranty?
  • What are the principal strategies for resolving disputes involving these provisions?
  • How have these provisions been treated in bankruptcy? What are some strategies for resolving disputes in bankruptcy?

Faculty

Lee, Kyung
Kyung S. Lee

Partner
Shannon & Lee

Mr. Lee practices in the area of debt restructuring and corporate reorganizations. He has served as debtor's...  |  Read More

Lubinski, Joseph
Joey E. Lubinski

Partner
MDH Law Group

Mr. Lubinski is a member of the firm’s Real Estate, Development and Construction team. His varied transactional...  |  Read More

Attend on January 17

Early Discount (through 12/23/22)

Cannot Attend January 17?

Early Discount (through 12/23/22)

You may pre-order a recording to listen at your convenience. Recordings are available 48 hours after the webinar. Strafford will process CLE credit for one person on each recording. All formats include course handouts.

To find out which recorded format will provide the best CLE option, select your state:

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