# Compare Credit Agreement To Commitment Letter > Compares a draft credit agreement against related financing materials and produces a structured deviation report distinguishing items that appear to depart from the agreed package from items that are more likely to be negotiable market-practice changes. - Skill: `finchipaiorg/compare-credit-agreement-to-commitment-letter-2` (Agent Skill) - Install (CLI): `npx skillmds@latest add finchipaiorg/compare-credit-agreement-to-commitment-letter-2` - Raw SKILL.md: https://api.skillmd.com/api/skills/finchipaiorg/compare-credit-agreement-to-commitment-letter-2/raw - Safety review: pending - Works with: Claude Code, Claude.ai, OpenAI Codex - Category: Docs & Writing - Author: FinchipAIOrg (https://skillmd.com/u/finchipaiorg) - Updated: 2026-09-22 - Page: https://skillmd.com/skills/finchipaiorg/compare-credit-agreement-to-commitment-letter-2 --- # Skill: Credit Agreement vs. Commitment Letter Deviation Report (LBO Financing) ## 1. Subject-matter triage - Treat the task as a document-comparison exercise across the draft credit agreement, commitment letter, term sheet, and any no-flex confirmation. - Build the comparison issue-by-issue, not as a generalized summary of “better/worse” drafting. - Separate true package departures from ordinary market flex or drafting cleanup; the negotiating posture differs. - If multiple financing concepts are present, enumerate them first and analyze each one independently rather than collapsing them into a composite mismatch. ## 2. Failure modes the skill is correcting - Focusing on headline economics while missing structural deviations such as omitted baskets, added conditions, or tighter covenant mechanics. - Treating stepdown mechanics, reinvestment periods, cure periods, or addback limits as single provisions when the documents may change them in pieces. - Failing to distinguish agreed-package deviations from market-practice deviations. - Missing that a lender-favorable extension or tightening can be material even where the core label of the provision remains unchanged. - Overstating a deviation without anchoring it to a source-document threshold, cross-reference, or transaction consequence. - Writing conclusions without a clear severity ranking and action-oriented next step. ## 3. Legal frameworks / domain conventions that apply - Read the financing package as a hierarchy of deal materials: the draft agreement should be tested against the commitment letter, term sheet, and any no-flex confirmation together. - Compare each material concept against the agreed package as drafted in the source documents, including where the draft agreement implements the concept through related definitions, exceptions, baskets, or schedules. - Treat lender flexibility language as bounded by the agreed package; if the draft goes beyond that flexibility, flag the mismatch. - Apply market conventions common to sponsor-backed leveraged finance when assessing whether a change looks like a negotiated departure or ordinary drafting variation. - For each issue, identify the governing provision in the agreed materials, the corresponding draft provision, and the practical effect on borrower economics, operational flexibility, or closing risk. - Use an ordinal severity scale defined once at the top of the report and apply it consistently to every issue. ## 4. Analytical scaffolds 1. Inventory the source set - List each governing financing document in scope. - State which document is being treated as the benchmark for each concept where the package is split across multiple materials. 2. Compare the provision family, not just the label - For each concept, locate the draft clause, any related definition, and any linked schedule or annex. - Check whether the draft changes the concept directly or indirectly through cross-referenced language. 3. Break compound mechanics into sub-items - If a provision has multiple thresholds, periods, baskets, or stepdowns, analyze each element separately. - Do not merge distinct thresholds into a single issue entry. 4. Close each issue with three moves - Quantify the deviation using the figure, threshold, period, or structural limit stated in the source documents. - Cross-reference the other clause or document that interacts with the change. - State the consequence for the client, including whether the change affects economics, flexibility, closing certainty, or post-closing operating room. 5. Classify the deviation - Mark whether the issue appears to depart from the agreed package or instead looks like a negotiable market-practice change. - If the answer is ambiguous, explain what feature makes it uncertain and what additional source text would resolve it. 6. Assess lender-friendliness and borrower impact - Identify changes that increase lender control, reduce borrower optionality, shorten cure or reinvestment windows, or tighten funding conditions. - Identify changes that preserve or expand borrower capacity, restore package consistency, or align with the commitment materials. 7. Keep the analysis document-grounded - Do not infer missing economics or perform reconciliation arithmetic unless the source documents supply the needed inputs. - If a value is not stated clearly, flag the ambiguity rather than filling it in. 8. Use severity as a triage tool - Critical: likely to alter the agreed deal or closing posture. - High: materially borrower-adverse or inconsistent with the agreed package. - Medium: meaningful drafting or market-position deviation that warrants attention. - Low: technical or cosmetic difference with limited practical effect. ## 5. Vertical / structural / temporal relationships - If a provision changes over time, analyze the timing architecture separately from the substantive covenant. - For sweep mechanics, reinvestment periods, cure windows, pricing protections, and realization periods, compare each stage or trigger on its own. - If a concept depends on leverage, EBITDA, or another metric, identify the metric definition that controls the trigger before concluding on impact. - Where one provision references another, explain the downstream effect of the change through the chain of cross-references. - If the draft adds a closing condition or conditionality carveout, test it against the broader financing package and the expected post-signing / pre-closing allocation of risk. ## 6. Output structure conventions - Produce a structured deviation report with one row or entry per discrete issue. - Each issue entry should include: - issue title - severity - agreed-package provision - draft credit agreement provision - deviation type - package-departure vs. market-practice flag - quantified or threshold-based impact - cross-reference to related clause or source document - practical consequence - recommended next step - Use concise, transactional language; do not narrate the comparison as a generic memo. - Include an executive summary memo that leads with the highest-priority must-restore items and then separates package departures from likely negotiable changes. - End with an explicit Recommended Actions section that assigns an action, a responsible role, and a timing anchor tied to signing, launch, syndication, or closing. - Keep the deliverables aligned to the requested file names and content types: a structured deviation workbook and a separate executive summary document.