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1. Parties: Identification of the lender and borrower with full legal names and addresses
2. Background: Context of the loan agreement, including purpose and general structure as a non-recourse facility
3. Definitions: Key terms used throughout the agreement, including specific definitions related to collateral and non-recourse provisions
4. Loan Amount and Purpose: Specification of the principal amount and intended use of funds
5. Interest Rate and Payments: Interest rate, calculation method, payment schedule, and payment mechanisms
6. Collateral: Detailed description of the assets securing the loan and the security interest being granted
7. Non-Recourse Provisions: Explicit language limiting the lender's recourse solely to the collateral
8. Representations and Warranties: Borrower's statements regarding their authority, collateral ownership, and other material facts
9. Covenants: Ongoing obligations regarding collateral maintenance, reporting, and other borrower duties
10. Events of Default: Circumstances constituting default and triggering lender's rights against collateral
11. Remedies: Lender's rights and limitations regarding collateral enforcement upon default
12. Notices: Communication requirements and contact information for all parties
13. Governing Law: Specification of Canadian law and jurisdiction
14. General Provisions: Standard clauses including severability, amendments, and counterparts
1. Insurance Requirements: Required when collateral must be insured; specifies coverage types and amounts
2. Environmental Matters: Include when collateral includes real estate or assets with environmental risks
3. Property Management: Required when collateral includes income-producing property
4. Construction Provisions: Include when loan proceeds will fund construction activities
5. Cross-Collateralization: Used when multiple assets secure the loan
6. Guaranty Limitations: Include when there are limited guarantees in addition to the non-recourse structure
7. Special Purpose Entity Provisions: Required when borrower must maintain SPE status
8. Cash Management: Include when loan requires specific cash flow management procedures
1. Schedule A - Property Description: Detailed legal description of real property collateral
2. Schedule B - Permitted Encumbrances: List of approved liens or encumbrances on the collateral
3. Schedule C - Payment Schedule: Detailed amortization schedule and payment terms
4. Schedule D - Insurance Requirements: Specific insurance requirements and minimum coverage amounts
5. Schedule E - Required Reports: List and description of required financial and operational reports
6. Appendix 1 - Form of Promissory Note: Standard form of note evidencing the debt
7. Appendix 2 - Security Agreement: Form of agreement creating security interest in collateral
8. Appendix 3 - Compliance Certificate: Template for periodic compliance certifications
Agreement
Applicable Law
Borrower
Business Day
Cash Flow
Closing Date
Collateral
Collateral Agent
Default
Default Rate
Enforcement Action
Environmental Laws
Event of Default
Excluded Assets
Financial Statements
Governmental Authority
Indebtedness
Insurance Policies
Interest Payment Date
Interest Period
Interest Rate
Lender
Lien
Loan
Loan Documents
Material Adverse Effect
Maturity Date
Non-Recourse Carveouts
Non-Recourse Obligations
Operating Account
Payment Date
Permitted Encumbrances
Permitted Transfers
Person
PPSA
Principal Amount
Project
Project Documents
Property
Property Manager
Related Parties
Required Insurance
Security Agreement
Security Interest
Special Purpose Entity
Taxes
Term
Transfer
Interest
Payment
Security Interest
Non-Recourse
Representations and Warranties
Covenants
Default
Remedies
Collateral
Insurance
Assignment
Amendment
Notices
Governing Law
Jurisdiction
Severability
Entire Agreement
Waiver
Force Majeure
Indemnification
Environmental
Reporting
Confidentiality
Term and Termination
Registration
Compliance with Laws
Tax
Further Assurances
Property Management
Cash Management
Events of Default
Enforcement
Cross Default
Counterparts
Survival
Binding Effect
Real Estate
Banking and Financial Services
Infrastructure
Commercial Property Development
Mining
Oil and Gas
Renewable Energy
Project Finance
Asset-Based Lending
Construction
Legal
Finance
Risk Management
Credit
Asset Management
Compliance
Treasury
Real Estate
Project Finance
Commercial Banking
Underwriting
Portfolio Management
Chief Financial Officer
Finance Director
Legal Counsel
Risk Manager
Credit Manager
Asset Manager
Property Manager
Investment Officer
Loan Officer
Compliance Officer
Real Estate Manager
Project Finance Manager
Treasury Manager
Senior Underwriter
Portfolio Manager
Commercial Banking Officer
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