Amendment & Restatement Agreement template
Amendment & Restatement Agreement, to amend and restate a contract. Amendment & Restatement Agreements are used in particular for loan agreements and shareholders agreements.
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When do I use this document?
An Amendment & Restatement Agreement is used when parties want to document amendments to a contract and to restate the contract, as amended, in full. They are used in particular for loan agreements and shareholders agreements
Use this document:
- for the amendment and restatement of a contract or agreement
- as an alternative to a standalone variation
- suitable for a contract governed by English law
What are the key features?
- 7 clauses and one schedule over 3 pages
- short form agreement
- agreement to amend and restate original contract or agreement
- amended and restated form of agreement to be set out in the schedule
What else do I need to know?
An Amendment & Restatement Agreement is one way in which the parties can amend an existing contract. The amendment can be:
- amendment to the terms and conditions of the contract
- amendment to introduce new parties to the agreement
An amendment to a contract can be done by documenting specific amendments to the contract in a contract variation agreement or a deed of amendment. If done this way, the original contract and variation document, read together, are the amended contract going forward.
An alternative to having to read two documents together (with the possibility of there being additional documents if further changes are made in the future) would be to replace the original contract in its entirety but in its amended form. This is achieved by what is known as “amending and restating” the original contract. By entering into an amendment and restatement agreement, the original contract is:
- amended by the agreement of the parties to the new form of the contract as amended and restated
- restated by the agreement of the parties to the original agreement being repeated (restated), as amended, by the amended and restated agreement
Amendment & Restatement Agreements are used in particular for loan agreements and shareholders agreements. These types of arrangement are often renegotiated, amended and restated during the term of the loan or joint venture.
What other documents are available?
For a standalone contract variation for specific amendments to the contract, see
When do I use this document?
- secured loan agreement for a secured loan of a fixed amount to be drawn in a single advance
- for a borrower which is a company incorporated in England and Wales
- for a loan repayable on a single repayment date or in instalments
What are the key features?
- easy to edit, with 21 clauses over 13 pages
- single advance of specified loan amount
- regular interest payments at either fixed or floating interest rate by reference to specified bank’s base rate of interest
- repayment either on a single repayment date or in instalments
- undertakings from the borrower, including to provide information to the lender and prohibition on granting security and additional borrowings
- events of default, including a failure by the borrower to repay the loan or interest, leading to the lender having the right to demand immediate repayment
What else do I need to know?
The security would need to be created and governed by a separate security document between the borrower and the lender, depending on the nature of the secured property or assets. Examples of security documents include:
- a charge over property
- a charge over shares
- a debenture, containing fixed and floating charges over all of the borrower’s assets and undertaking
What other documents are available?
For a form of unsecured loan document, see
For forms of unsecured and secured facility agreements, for advances of loans in several lump sums, see
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Updated by a lawyer on 05/01/2023
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