A Facilities Agreement under Indonesian law is the primary document used to establish credit relationships between lenders and borrowers in Indonesia. It is essential for various financing arrangements, from corporate lending to project finance, and must comply with specific requirements set by Bank Indonesia and the Financial Services Authority (OJK). The agreement typically includes detailed provisions on facility amounts, interest calculations, security arrangements, and regulatory compliance requirements. It is particularly important to note that Indonesian Facilities Agreements must address local security perfection requirements, mandatory use of Bahasa Indonesia in certain circumstances, and specific banking regulations regarding offshore lending. The document serves as the foundation for both domestic and cross-border financing transactions while ensuring compliance with Indonesian mandatory provisions.
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1. Parties: Identification of the lender(s), borrower(s), and any guarantors or security providers
2. Background: Context of the facility, purpose, and basic commercial terms agreed
3. Definitions and Interpretation: Definitions of terms used and rules of interpretation, including currency and time references
4. The Facilities: Detailed description of each facility type, amounts, and purpose
5. Conditions Precedent: Documents and conditions required before utilization
6. Utilization: Process and requirements for drawing down the facilities
7. Repayment: Terms and schedule for repayment of the facilities
8. Prepayment and Cancellation: Voluntary and mandatory prepayment provisions
9. Interest: Interest calculation, periods, and payment provisions
10. Fees: All fees payable under the facility
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: Borrower's obligations to provide information
15. Financial Covenants: Financial ratios and tests to be maintained
16. General Undertakings: Borrower's general positive and negative covenants
17. Events of Default: Circumstances constituting default and consequences
18. Changes to Parties: Transfer and assignment provisions
19. Administration: Administrative provisions including calculations and notices
20. Governing Law and Enforcement: Choice of Indonesian law and enforcement provisions
1. Security: Required if the facility is secured - details of security package and enforcement
2. Guarantee: Required if there are guarantors - terms of guarantee and indemnity
3. Subordination: Required for complex corporate structures - ranking and priority of debt
4. Agent and Security Agent Provisions: Required for syndicated facilities - roles and responsibilities of agents
5. Shariah Compliance: Required for Islamic facilities - specific provisions ensuring Shariah compliance
6. Multi-currency Provisions: Required for multi-currency facilities - currency conversion and availability
7. Bank Indonesia Reporting: Required for offshore lenders - specific reporting requirements
8. Common Terms: Required for multiple facility agreements - terms applying across all facilities
1. Conditions Precedent: List of required documents and conditions
2. Form of Utilization Request: Standard form for requesting drawdown
3. Form of Transfer Certificate: Standard form for transfers between lenders
4. Form of Compliance Certificate: Template for periodic compliance certification
5. Repayment Schedule: Detailed amortization schedule if applicable
6. Financial Covenants Calculations: Detailed methodology for financial covenant calculations
7. Security Documents: Forms of security documents required under Indonesian law
8. Existing Security and Financial Indebtedness: List of permitted security and debt
9. Form of Bank Indonesia Reports: Templates for mandatory regulatory reporting
10. Contact Details: Administrative and notice details for all parties
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