Scrooge Bank (“Scrooge”) is negotiating the terms of an unsecured loan agreement to be made available to Marley Ltd, a company incorporated in England. The loan agreement, which is governed by English law, includes the following clauses:
(i) A negative pledge clause;
(ii) A material adverse effect clause; and
(iii) A cross-default clause.
Advise Scrooge on the purpose and legal effect of each of these clauses.
