Syndicated Credit Agreement Template for Hong Kong

The Syndicated Credit Agreement is a fundamental document used in complex financing transactions where the size or risk profile of the loan necessitates participation from multiple lenders. It is particularly relevant for large-scale financings in Hong Kong and the broader Asia-Pacific region, typically used for corporate acquisitions, project finance, real estate development, or general corporate purposes. The agreement follows Hong Kong law and incorporates local regulatory requirements, while typically adhering to APLMA standard documentation principles. It contains comprehensive provisions covering facility terms, conditions precedent, representations, covenants, events of default, and syndicate administration. The document is essential for establishing the legal framework governing the relationship between borrowers, lenders, and agents, while providing mechanisms for syndicate management and loan trading.

1. Parties: Identifies the borrower(s), original lenders, facility agent, and security agent

2. Background: Brief recitals explaining the purpose of the facility and basic transaction structure

3. Definitions and Interpretation: Comprehensive definitions section and rules of interpretation

4. The Facilities: Details of the facility types, amounts, and purpose

5. Purpose: Specified permitted uses of the loan facilities

6. Conditions of Utilisation: Conditions precedent and conditions for each drawdown

7. Utilisation: Drawdown mechanics, notice requirements, and availability periods

8. Repayment: Repayment schedule, prepayment provisions, and cancellation terms

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

10. Changes to the Calculation of Interest: Market disruption and alternative rate provisions

11. Fees: Commitment fees, arrangement fees, agency fees, and other fee provisions

12. Tax Gross-Up and Indemnities: Tax provisions and related indemnity obligations

13. Increased Costs: Provisions for dealing with regulatory or law changes affecting lenders' costs

14. Other Indemnities: General indemnities for various circumstances

15. Costs and Expenses: Transaction costs, enforcement costs, and amendment costs

16. Representations and Warranties: Standard and transaction-specific representations

17. Information Undertakings: Financial and other information delivery requirements

18. Financial Covenants: Financial ratios and other financial requirements

19. General Undertakings: Positive and negative covenants

20. Events of Default: Default triggers and consequences

21. Changes to the Parties: Transfer and assignment provisions, including procedures for changes to lenders

22. The Facility Agent and the Security Agent: Rights, duties, and obligations of the agents

23. Conduct of Business by the Finance Parties: Provisions governing lender conduct and decision-making

24. Payment Mechanics: Payment provisions, set-off rights, and payment disruption procedures

25. Set-Off: Rights of set-off and related provisions

26. Notices: Communication methods and contact details

27. Calculations and Certificates: Basis for calculations and form of certificates

28. Partial Invalidity: Severability provisions

29. Remedies and Waivers: Rights and remedies provisions

30. Amendments and Waivers: Procedures for modifications to the agreement

31. Confidentiality: Confidentiality obligations and permitted disclosures

32. Counterparts: Execution in multiple counterparts

33. Governing Law: Hong Kong law as governing law

34. Enforcement: Jurisdiction and dispute resolution provisions