Senior Facilities Agreement Template for Indonesia

The Senior Facilities Agreement is a crucial document used in corporate financing transactions in Indonesia, typically for significant borrowings by medium to large enterprises. It establishes the primary terms and conditions for senior debt facilities, which may include term loans, revolving facilities, and working capital facilities. The agreement must comply with Indonesian banking regulations, including OJK requirements, Bank Indonesia guidelines, and the Indonesian Civil Code. It addresses key aspects such as facility terms, security arrangements, representations and warranties, covenants, and events of default, while incorporating specific Indonesian law requirements such as language provisions and regulatory approvals. The document is particularly important for secured financing transactions and often forms part of a larger suite of financing documents including security documents and intercreditor arrangements.

1. Parties: Identification of the borrower, lenders, facility agent, and security agent

2. Background: Context of the facility, purpose, and basic commercial terms

3. Definitions and Interpretation: Comprehensive definitions of terms used in the agreement and interpretation rules

4. The Facilities: Detailed terms of the facilities, including amounts, purpose, and availability

5. Conditions Precedent: Conditions that must be satisfied before utilization

6. Utilization: Process and requirements for drawing down the facilities

7. Repayment and Prepayment: Terms for scheduled repayments and voluntary/mandatory prepayments

8. Interest, Interest Periods and Fees: Interest calculation, payment terms, and fee structures

9. Tax Gross Up and Indemnities: Tax provisions and related indemnities under Indonesian tax law

10. Increased Costs and Mitigation: Provisions for dealing with changes in costs and mitigation obligations

11. Representations and Warranties: Standard and Indonesia-specific representations and warranties

12. Information Undertakings: Financial and other information to be provided by the borrower

13. Financial Covenants: Financial maintenance covenants and related definitions

14. General Undertakings: Positive and negative covenants applicable to the borrower

15. Events of Default: Default triggers and consequences

16. Changes to Parties: Transfer and assignment provisions

17. The Facility Agent and Security Agent: Roles, responsibilities, and rights of the agents

18. Payment Mechanics: Payment procedures and currency provisions

19. Set-off: Rights of set-off and related provisions

20. Notices: Communication methods and contact details

21. Governing Law and Enforcement: Choice of Indonesian law and enforcement provisions