Term Facility Agreement Template for Austria

The Term Facility Agreement is used when a lender provides a fixed-term loan to a borrower under Austrian law. It is particularly suitable for corporate financing, project finance, real estate acquisitions, and general corporate purposes where the borrower requires a defined loan amount repayable over a specified term. The agreement must comply with the Austrian Banking Act (BWG), Civil Code (ABGB), and other relevant Austrian regulations. It includes detailed provisions on drawdown mechanics, repayment schedules, financial covenants, and security arrangements (if applicable). The document is structured to accommodate both bilateral and syndicated lending arrangements, with additional provisions available for multi-lender scenarios. This type of agreement is fundamental to Austrian banking transactions and requires careful consideration of local law requirements while following international banking practices.

1. Parties: Identification of the lender(s), borrower(s), and any guarantors

2. Background: Context of the facility and purpose of the agreement

3. Definitions and Interpretation: Defined terms and interpretation principles

4. The Facility: Core terms of the loan facility including amount, purpose, and availability

5. Conditions Precedent: Documents and conditions required before drawdown

6. Utilisation: Process and requirements for drawing down the loan

7. Repayment: Terms of repayment including scheduled repayments and final maturity

8. Prepayment and Cancellation: Voluntary and mandatory prepayment provisions

9. Interest: Interest calculation, periods, and payment provisions

10. Fees: All applicable fees including arrangement, commitment, and prepayment fees

11. Tax Gross Up and Indemnities: Tax provisions and related indemnities

12. Increased Costs: Provisions for dealing with changes in costs due to regulatory changes

13. Representations: Borrower's representations and warranties

14. Information Undertakings: Requirements for financial and other information

15. Financial Covenants: Financial maintenance covenants and calculations

16. General Undertakings: Positive and negative covenants

17. Events of Default: Circumstances constituting default and consequences

18. Changes to Parties: Transfer and assignment provisions

19. Payment Mechanics: Administrative provisions for payments

20. Set-off: Rights of set-off and counterclaim

21. Notices: Communication requirements and methods

22. Calculations and Certificates: Basis of calculations and evidence

23. Partial Invalidity: Severability provisions

24. Remedies and Waivers: Rights and waivers provisions

25. Amendments and Waivers: Process for modifications to the agreement

26. Governing Law: Austrian law as governing law

27. Enforcement: Jurisdiction and enforcement provisions