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Lending Agreement Certification

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Lending Agreement Certification

Lender Name:    Lender Address:

Borrower Name:    Borrower Address:

Recitals

WHEREAS, Lender is willing to extend a loan to Borrower upon the terms and conditions set forth in this Lending Agreement Certification (the "Certification"); and

WHEREAS, Borrower has requested financing for the purpose set forth in the Scope of Work below and represents that the information provided to Lender is true, complete and accurate in all material respects; and

WHEREAS, the parties desire to document the essential terms of the loan and for Borrower to certify the intended use of proceeds and compliance with applicable covenants and representations contained herein.

Scope of Work / Use of Proceeds

Payment Terms

Principal Amount:    Interest Rate (annual):

Payment Due Day Each Period:    Late Fee:

If payments are not made when due, Borrower shall be responsible for all collection costs, including reasonable attorneys' fees, and interest will accrue on overdue amounts at the greater of the stated rate or the maximum rate permitted by applicable law.

Term and Termination

Loan Commencement Date:    Maturity / End Date:

Either party may terminate this Certification for material breach if the breaching party fails to cure within days after written notice. Termination does not relieve Borrower of accrued payment obligations or any obligations intended to survive termination.

Security and Collateral (if applicable)

Loan Classification:

Representations, Certifications, and Covenants

Borrower represents and warrants that all information provided to Lender in connection with the Loan is true and accurate, that Borrower has full power and authority to enter this Certification and to use the loan proceeds for the stated purpose, and that no litigation or event that would materially impair Borrower's ability to perform has been omitted.

Borrower covenants to apply proceeds only to the uses set forth in the Scope of Work and to provide supporting documentation of use of funds upon Lender's reasonable request within ten (10) business days.

Confidentiality

Each party shall treat as confidential all non-public information disclosed by the other party relating to the loan, business operations, financial information and the terms of this Certification, and shall not disclose such information except as required by law or to its professional advisors who are bound to confidentiality. Confidentiality obligations shall survive termination for a period of three (3) years.

Governing Law and Dispute Resolution

This Certification shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of laws principles. Any dispute arising out of or relating to this Certification shall be resolved by binding arbitration unless the parties mutually agree otherwise.

Entire Agreement; Amendments

This Certification, together with any written loan documents executed by the parties, constitutes the entire agreement between Lender and Borrower with respect to the loan and supersedes all prior oral and written agreements. No amendment, modification, or waiver shall be effective unless in writing and signed by both parties.

Borrower Certification

By signing below, Borrower certifies that the proceeds of the loan will be used for the stated purpose, that the facts and representations set forth in this Certification are true and complete, and that Borrower will comply with the covenants described herein. Borrower further acknowledges that any false statement or misuse of funds may constitute default and entitle Lender to immediate remedies.

Lender - Print Name:

By:

Date:

Borrower - Print Name:

By:

Date:

Enter text✕

What a Lending Agreement Certification Is and when it applies

A Lending Agreement Certification is a formal written attestation embedded in a loan file that documents material facts, representations, and compliance statements required by the lender before funding. It typically confirms borrower identity, legal capacity, loan amount and purpose, collateral descriptions, and that disclosure and underwriting conditions are satisfied. The certification can be a standalone form or a labeled clause within the loan agreement or promissory note; lenders, servicers, and counsel use it to verify conditions precedent and create a clear record for audits, regulatory review, and downstream servicing.

Why a clear Lending Agreement Certification matters

A concise certification reduces ambiguity about prerequisites to funding, supports regulatory compliance, and creates an evidentiary record for underwriting and servicing. It helps prevent disputes over terms, speeds review cycles, and documents representations that lenders rely on to make credit decisions and to meet audit or regulatory requirements.

Why a clear Lending Agreement Certification matters

Who completes and relies on a Lending Agreement Certification

Typical participants include originating lenders, borrower signatories, loan processors, and closing agents who must confirm and document loan prerequisites before disbursement.

  • Lenders and underwriters — confirm borrower eligibility, collateral perfection, and compliance with underwriting policies and investor covenants.
  • Borrowers and guarantors — provide attestations about ownership, use of proceeds, tax identification, and accuracy of disclosed information.
  • Loan servicers and counsel — rely on certified statements for post-closing servicing, workout decisions, and regulatory audits.

The certification is both an internal control and an external record used by downstream parties during servicing, audit, and enforcement.

Core elements included in a professional certification

A complete certification groups factual attestations, representations, conditions precedent, acknowledgement of remedies, signature blocks, and references to attachments or exhibits that substantiate claims.

Parties

Full legal names and organizational form for lender, borrower, guarantors, and any agents; identify signatory authority.

Loan Terms

Certified loan amount, interest rate type, amortization, prepayment terms, and any conditional pricing or fees.

Repayment Schedule

Due dates, payment frequency, grace periods, and default triggers referenced to the promissory note or repayment exhibit.

Collateral

Precise description of pledged assets, security interests, perfection steps completed, and any exceptions or carve-outs.

Certifications

Affirmations about accuracy of financial statements, no undisclosed defaults, no material adverse changes, and authority to enter the loan.

Signatures

Signature blocks with printed names, titles, dates, witness or notary lines where required for enforceability.

Security and compliance controls to include or verify

Encryption: TLS 1.2/1.3 in transit; AES-256 at rest
Audit Trail: Timestamp, IP address, action log retained
Access Controls: Role-based permissions and MFA for administrators
BAA Availability: Business Associate Agreement when PHI present
Retention Policies: Configurable retention and legal hold support
Authentication: Email, SMS code, or advanced signer verification

Key legal and commercial risks from errors

Enforcement Risk: Ambiguous or missing certifications can hamper remedies
Regulatory Exposure: Inaccurate disclosures may trigger agency scrutiny
Tax Consequences: Incorrect borrower data can cause backup withholding
Fraud Allegations: False attestations may expose signers to fraud claims
Investor Rejection: Loan file defects can lead to repurchase obligations
Operational Delay: Missing notarization or signature causes funding hold

Common preparation errors to avoid

  • Mismatched borrower names or TINs that trigger delays, tax withholding, or investor exceptions.
  • Incomplete collateral descriptions that fail to identify filing jurisdictions or UCC cross-reference details.
  • Absent or expired authorizations for signers (corporate resolutions or power of attorney) causing enforceability questions.
  • Failure to record or notarize where required, producing defects in perfection and downstream servicing problems.

Step-by-step: completing the Lending Agreement Certification

Follow a consistent sequence to assemble, verify, and execute the certification to reduce funding friction and legal risk.

  • 01
    Gather documents: Collect IDs, corporate records, financial statements, and collateral exhibits.
  • 02
    Complete fields: Fill party names, loan terms, and explicit attestations.
  • 03
    Review: Have underwriter and counsel confirm accuracy and attachments.
  • 04
    Sign and archive: Obtain required signatures, notarization, and store the executed file.

How electronic completion and routing typically flow

Electronic workflows reduce manual handoffs by sequencing tasks for contributors, capturing evidence, and routing executed copies to stakeholders.

  • Upload: Sender uploads the certification and any supporting exhibits to the eSigning platform.
  • Place fields: Add signature, initial, date, and conditional fields as required.
  • Authenticate signers: Choose email, SMS, or stronger verification depending on risk.
  • Distribute: Automatically route executed copies to lender, servicer, and counsel.

Typical workflow settings for online completion

Configure routing, authentication, and storage before sending to ensure legal and operational requirements are met.

Field Configuration
Authentication Email link | SMS code | KBA
Routing Order Sequential or parallel signer sequence
Notarization RON or in-person notary options
Storage Encrypted cloud archive with audit trail

Technical considerations for eSubmission and signing

Choose a platform that supports secure signatures, integrations, and required authentication to match your compliance needs.

  • Formats: PDF, DOCX, and structured templates
  • Integrations: CRM and document storage connectors
  • Auth methods: Email, SMS, KBA, or enterprise SSO

Verify the chosen system supports audit trails, configurable retention, and any industry-specific addenda needed for audits or investor delivery.

Key dates and timing often associated with the certification

Track critical dates tied to effectiveness, funding, and post-closing obligations to avoid missed conditions or late filings.

Effective Date:

Date the certification and related loan documents become operative and control obligations.

Funding Date:

Scheduled disbursement date that should follow completion of certification conditions.

Recording Window:

Timing to record security interests or deeds to perfect collateral.

Notice Periods:

Any cure or default notice deadlines required by the loan documents.

Retention Start:

Date when record retention and legal hold begin for the executed file.

Milestones from execution to funding

A sequential milestone view helps teams track completion and handoffs in a single timeline.

01

Execution

All parties sign the certification and required exhibits.

02

Verification

Underwriter and counsel confirm representations and attachments are complete.

03

Clear-to-Fund

Lender issues an internal approval or conditional release to fund.

04

Disbursement

Funds are released and recorded per loan instructions.

How a Lending Agreement Certification differs from related loan documents

Compare the certification to adjacent instruments to understand purpose, formalities, and typical use.

Document Type Notarization Primary Use
Lending Agreement Certification sometimes attestations and funding conditions
Promissory Note sometimes evidence of debt and payment terms
Security Agreement often creates and describes security interests
Loan Commitment rarely lender promise subject to conditions

Common eSignature pricing and capability snapshot for loan document workflows

Platform selection affects per-user cost, bulk-send capability, and compliance features; signNow is shown first for straightforward comparison.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day free trial, no credit card Varies by promotion Varies by plan Limited trial available Limited trial available
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No

Frequently asked questions about Lending Agreement Certifications

Answers to common execution, validity, and submission questions for certifications used in loan origination and closing.


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