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Senior Loan Agreement
"I need a Senior Loan Agreement under Austrian law for a €5 million secured facility between ABC Bank AG as lender and XYZ Manufacturing GmbH as borrower, with first-ranking security over the borrower's manufacturing equipment and a five-year term starting March 2025."
1. Parties: Identification of the lender(s), borrower(s) and any guarantors
2. Background: Context of the loan agreement and purpose of the facility
3. Definitions and Interpretation: Comprehensive definitions of terms used and rules of interpretation
4. The Facility: Core terms of the loan including amount, purpose, and availability
5. Conditions Precedent: Conditions that must be satisfied before drawdown
6. Drawdown: Procedures and requirements for utilizing the loan
7. Interest: Interest calculation, periods, and payment provisions
8. Repayment and Prepayment: Terms for scheduled repayment and voluntary/mandatory prepayment
9. Representations and Warranties: Borrower's representations about its status and capacity
10. Information Undertakings: Borrower's obligations to provide financial and other information
11. Financial Covenants: Financial ratios and tests the borrower must maintain
12. General Undertakings: Positive and negative covenants governing borrower's activities
13. Events of Default: Circumstances that trigger default and lender's enforcement rights
14. Changes to Parties: Provisions for transfer, assignment, and syndication
15. Payment Mechanics: Procedures for making payments under the agreement
16. Set-off: Rights of set-off and application of payments
17. Notices: Communication procedures between parties
18. Calculations and Certificates: Rules for calculations and evidential value of certificates
19. Miscellaneous: General boilerplate provisions
20. Governing Law and Jurisdiction: Choice of Austrian law and jurisdiction provisions
1. Security: Required if the loan is secured by specific assets or guarantees
2. Accordion Facility: Optional section for potential facility increase provisions
3. Majority Lenders: Required for syndicated loans with multiple lenders
4. Agency Provisions: Required for syndicated loans with an agent bank
5. Market Disruption: Optional provisions for dealing with market disruption events
6. Increased Costs: Optional provisions for dealing with regulatory changes affecting lenders
7. Tax Gross-Up and Indemnities: Detailed tax provisions if cross-border elements exist
8. Currency Provisions: Required if multiple currencies are involved
9. Anti-corruption Provisions: Enhanced compliance provisions for regulated borrowers or lenders
1. Schedule 1 - Conditions Precedent Documents: List of required documents and conditions
2. Schedule 2 - Form of Drawdown Request: Template for borrower to request loan disbursement
3. Schedule 3 - Form of Transfer Certificate: Template for transferring loan participations
4. Schedule 4 - Form of Compliance Certificate: Template for periodic financial covenant compliance
5. Schedule 5 - Repayment Schedule: Detailed amortization schedule if applicable
6. Schedule 6 - Security Documents: List and copies of security documentation
7. Schedule 7 - Financial Covenant Calculations: Detailed methodology for financial covenant calculations
8. Schedule 8 - Contact Details: List of authorized contacts and notice details
9. Appendix A - Form of Legal Opinions: Template legal opinions required from counsel
10. Appendix B - Form of Security Documents: Templates for security documentation if applicable
Authors
Account Bank
Additional Lender
Affiliate
Agent
Applicable Margin
Assignment Agreement
Austrian Banking Act
Authorized Officer
Available Commitment
Available Facility
Base Rate
Borrower
Break Costs
Business Day
Calculation Date
Commitment
Compliance Certificate
Confidential Information
Default
Default Interest
Disruption Event
Drawdown Date
Drawdown Request
EBITDA
Enforcement Event
Euro
Event of Default
Facility
Facility Office
Fee Letter
Finance Document
Finance Party
Financial Indebtedness
Financial Statements
Financial Year
Group
Guarantee
Guarantor
Increased Costs
Interest Payment Date
Interest Period
Legal Reservation
Lender
Loan
Majority Lenders
Material Adverse Effect
Maturity Date
Original Financial Statements
Original Jurisdiction
Participating Member State
Party
Permitted Security
Potential Event of Default
Principal Outstanding
Qualifying Lender
Quotation Day
Reference Banks
Reference Rate
Relevant Market
Repayment Date
Repayment Instalment
Repeating Representations
Representative
Screen Rate
Security
Security Document
Security Provider
Senior Debt
Subsidiary
Tax
Tax Deduction
Total Commitments
Transfer Certificate
Transfer Date
Unpaid Sum
Utilization
VAT
Facility Terms
Purpose
Conditions Precedent
Utilization
Repayment
Prepayment
Interest
Interest Periods
Fees
Tax Gross-Up
Increased Costs
Payments
Security
Representations
Information Covenants
Financial Covenants
General Undertakings
Events of Default
Changes to Parties
Agency
Accounts
Set-Off
Payment Mechanics
Calculations
Notices
Amendments and Waivers
Confidentiality
Counterparts
Severability
Assignment
Force Majeure
Governing Law
Dispute Resolution
Entire Agreement
Third Party Rights
Banking & Financial Services
Corporate Lending
Investment Banking
Real Estate & Construction
Manufacturing & Industrial
Energy & Utilities
Infrastructure
Technology
Healthcare
Retail & Consumer Goods
Transportation & Logistics
Telecommunications
Legal
Finance
Treasury
Risk Management
Compliance
Corporate Finance
Credit
Banking
Investment
Operations
Chief Financial Officer
Finance Director
Treasury Manager
Corporate Lawyer
Legal Counsel
Banking Lawyer
Relationship Manager
Credit Officer
Risk Manager
Compliance Officer
Corporate Finance Manager
Investment Manager
Loan Officer
Transaction Manager
Financial Controller
Chief Legal Officer
Banking Executive
Debt Finance Manager
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