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1. Parties: Identification of all parties to the agreement including lenders, borrowers, sponsors, and any guarantors
2. Background: Context of the project financing, including project description and purpose of the agreement
3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and rules of interpretation
4. Facility and Purpose: Details of the credit facility, including amounts, tranches, and permitted uses of the funds
5. Conditions Precedent: Prerequisites that must be satisfied before drawdown of the facility
6. Drawdown Mechanics: Procedures and requirements for requesting and receiving loan disbursements
7. Repayment and Prepayment: Terms for scheduled repayments and voluntary/mandatory prepayment provisions
8. Interest and Fees: Interest calculation, payment periods, default interest, and all applicable fees
9. Security Structure: Overview of security package and ranking of security interests
10. Representations and Warranties: Standard and project-specific representations and warranties
11. Covenants: Positive, negative, and financial covenants applicable to the project and borrower
12. Events of Default: Circumstances constituting default and corresponding remedies
13. Changes to Parties: Rules regarding assignments, transfers, and syndication
14. Administration: Roles and responsibilities of facility agent and security trustee
15. Payment Mechanics: Technical aspects of making payments under the agreement
16. Notices: Communication procedures between parties
17. Governing Law and Jurisdiction: Choice of German law and jurisdiction provisions
1. Public-Private Partnership Provisions: Required when project involves governmental entities or public infrastructure
2. Environmental and Social Requirements: Needed for projects with significant environmental impact or ESG requirements
3. Insurance: Detailed insurance requirements section needed for high-risk projects
4. Step-in Rights: Required for projects where lenders may need to take control
5. Export Credit Agency Provisions: Needed when export credit agencies are involved in financing
6. Intercreditor Provisions: Required when multiple classes of creditors are involved
7. Construction and Completion: Detailed section needed for projects in construction phase
8. Operation and Maintenance: Required for operational phase requirements in infrastructure projects
1. Schedule 1 - Lenders and Commitments: List of lenders and their respective commitment amounts
2. Schedule 2 - Conditions Precedent Documents: Detailed list of required documentation
3. Schedule 3 - Form of Drawdown Request: Standard form for requesting loan disbursements
4. Schedule 4 - Project Budget: Detailed project costs and funding requirements
5. Schedule 5 - Construction Schedule: Timeline for project construction and completion milestones
6. Schedule 6 - Financial Model: Base case financial projections and assumptions
7. Schedule 7 - Security Documents: Forms of security agreements and guarantees
8. Schedule 8 - Insurance Requirements: Required insurance coverage details
9. Schedule 9 - Form of Transfer Certificate: Standard form for transfers between lenders
10. Schedule 10 - Technical Specifications: Detailed technical requirements for the project
11. Appendix A - Key Project Contracts: Copies or summaries of material project agreements
12. Appendix B - Permits and Licenses: List and copies of required governmental approvals
13. Appendix C - Property Documents: Real estate documentation and land rights
14. Appendix D - Environmental Reports: Environmental impact assessments and compliance reports
Account Bank
Affiliate
Agent
Amended and Restated Agreement
Ancillary Facility
Anti-Corruption Laws
Applicable Law
Approved Project Budget
Assignment Agreement
Authorisation
Availability Period
Available Commitment
Available Facility
Base Case Model
Break Costs
Business Day
Cash Flow Available for Debt Service
Change of Control
Completion Date
Compliance Certificate
Confidential Information
Construction Contract
Construction Period
Debt Service Coverage Ratio
Default
Default Interest
Defaulting Lender
Disruption Event
Drawdown Date
Drawdown Request
Environmental Claim
Environmental Law
Environmental Permit
Event of Default
Existing Lender
Facility
Facility Office
Fee Letter
Finance Document
Finance Party
Financial Close
Financial Indebtedness
Financial Model
Financial Quarter
Financial Year
Force Majeure Event
German GAAP
Good Industry Practice
Group
Hedge Counterparty
Hedging Agreement
Holding Company
Increased Costs
Independent Technical Advisor
Information Memorandum
Insurance Advisor
Insurance Proceeds
Interest Payment Date
Interest Period
Lender
Loan
Loan to Value Ratio
Majority Lenders
Margin
Material Adverse Effect
New Lender
O&M Agreement
Original Financial Statements
Original Jurisdiction
Participating Member State
Party
Permitted Security
Project
Project Accounts
Project Assets
Project Company
Project Contracts
Project Costs
Project Documents
Project Site
Qualifying Lender
Quote Day
Reference Banks
Reference Rate
Relevant Market
Repayment Date
Repeating Representations
Replacement Lender
Representative
Security
Security Agent
Security Documents
Security Period
Sponsor
Subsidiary
Tax
Technical Advisor
Technical Description
Term
Total Commitments
Transfer Certificate
Transfer Date
Unpaid Sum
Utilisation
VAT
Conditions Precedent
Drawdown
Repayment
Prepayment
Interest
Fees
Tax Gross-Up
Increased Costs
Security
Representations and Warranties
Information Undertakings
Financial Covenants
General Undertakings
Project Undertakings
Environmental Compliance
Technical Requirements
Construction Obligations
Operating Requirements
Events of Default
Acceleration
Changes to Parties
Payment Mechanics
Set-Off
Notices
Calculations
Amendments and Waivers
Confidentiality
Counterparts
Governing Law
Enforcement
Dispute Resolution
Force Majeure
Assignment and Transfer
Syndication
Agency Provisions
Security Trust
Intercreditor Provisions
Insurance
Due Diligence
Compliance with Laws
Anti-Corruption
Anti-Money Laundering
Sanctions
Data Protection
Health and Safety
Employment
Intellectual Property
Completion Testing
Cost Overrun
Change in Law
Termination
Step-In Rights
Infrastructure
Energy and Utilities
Renewable Energy
Transportation
Real Estate Development
Industrial and Manufacturing
Mining and Natural Resources
Healthcare Infrastructure
Telecommunications
Waste Management
Public Infrastructure
Maritime and Ports
Legal
Finance
Treasury
Risk Management
Compliance
Project Development
Corporate Finance
Investment Banking
Credit Risk
Operations
Technical Advisory
Environmental and Social
Chief Financial Officer
Finance Director
Project Finance Manager
Legal Counsel
Senior Banking Lawyer
Project Manager
Risk Manager
Investment Director
Treasury Manager
Compliance Officer
Corporate Finance Director
Senior Loan Officer
Project Development Director
Infrastructure Finance Specialist
Investment Banker
Transaction Manager
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