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1. Parties: Identification and details of the lender and borrower
2. Background: Context of the agreement and relationship between parties
3. Definitions: Key terms used throughout the agreement
4. Loan Amount and Purpose: Specification of the loan amount and its intended use
5. Profit Sharing Mechanism: Details of how profits will be calculated and shared
6. Payment Terms: Timing and method of profit share payments
7. Duration and Repayment: Term of the loan and repayment conditions
8. Representations and Warranties: Statements of fact and assurances given by the borrower
9. Covenants: Ongoing obligations of the borrower during the loan term
10. Events of Default: Circumstances that trigger default and remedies available
11. Boilerplate Provisions: Standard legal provisions including notices, governing law, and jurisdiction
1. Security: Details of any security or collateral arrangements when the loan is secured against assets
2. Guarantees: Terms of any guarantees provided when third-party guarantees are involved
3. Information Rights: Lender's rights to financial information for complex profit sharing arrangements
4. Change of Control: Provisions dealing with changes in ownership or control of the borrower
5. Assignment and Transfer: Rights and restrictions regarding transfer of the loan or agreement
1. Profit Calculation Schedule: Detailed methodology for calculating profit share
2. Form of Draw Down Notice: Template for requesting loan disbursements
3. Security Documents: Details of security arrangements if applicable
4. Financial Reporting Requirements: Specified format and frequency of financial reports
5. Form of Compliance Certificate: Template for periodic confirmation of compliance with agreement terms
Business Day
Calculation Period
Completion Date
Default Event
Drawdown
Drawdown Date
Drawdown Notice
Effective Date
Financial Year
Gross Profit
Interest Period
Loan
Loan Amount
Material Adverse Change
Net Profit
Payment Date
Permitted Purpose
Profit Share
Profit Share Calculation
Profit Share Payment
Profit Share Period
Profit Share Percentage
Project
Relevant Period
Repayment Date
Security
Security Documents
Term
Termination Date
Purpose of Loan
Profit Share Calculation
Payment Terms
Representations and Warranties
Conditions Precedent
Covenants
Information Rights
Financial Reporting
Security
Events of Default
Remedies
Interest
Repayment
Prepayment
Fees and Expenses
Tax Gross-up
Confidentiality
Assignment and Transfer
Notices
Amendments and Waivers
Severability
Counterparts
Governing Law
Jurisdiction
Force Majeure
Term and Termination
Indemnification
Set-off Rights
Further Assurance
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