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1. Parties: Identifies all parties to the agreement including lender, borrower, and guarantor(s)
2. Background: Sets out the context of the loan and guarantee arrangement and the parties' intentions
3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation principles
4. The Loan: Details the loan amount, purpose, and conditions precedent to drawdown
5. Interest and Fees: Specifies interest rate(s), calculation methods, and any applicable fees
6. Repayment Terms: Sets out repayment schedule, payment methods, and prepayment provisions
7. The Guarantee: Details the guarantee obligations, scope, and limitations
8. Representations and Warranties: States the facts and assurances provided by borrower and guarantor
9. Covenants: Lists ongoing obligations of the borrower and guarantor during the loan term
10. Events of Default: Defines circumstances constituting default and consequences
11. Enforcement: Sets out lender's rights and remedies upon default
12. Payments and Calculations: Details payment mechanics, currency provisions, and calculation conventions
13. Changes to Parties: Covers assignment and transfer provisions
14. Notices: Specifies how formal communications between parties should be made
15. General Provisions: Contains boilerplate clauses including governing law and jurisdiction
1. Security: Required if loan is secured by specific assets or collateral
2. Insurance: Required if specific insurance obligations are imposed on borrower
3. Information Undertakings: Detailed reporting requirements, typically included for corporate borrowers
4. Tax Gross-up and Indemnities: Required for cross-border loans or where tax implications need specific attention
5. Guarantee Limitations: Required when guarantee needs specific limitations under corporate law or financial assistance rules
6. Bank Accounts: Required when specific account arrangements or controls are needed
7. Subordination: Required when there are multiple creditors or intercreditor arrangements
8. Cost and Expenses: Detailed provisions about transaction costs and ongoing expenses
1. Conditions Precedent: List of documents and conditions required before loan drawdown
2. Form of Drawdown Request: Template for borrower to request loan disbursement
3. Repayment Schedule: Detailed schedule of repayment dates and amounts
4. Form of Compliance Certificate: Template for periodic confirmation of compliance with loan terms
5. Security Documents: List and/or copies of related security documentation
6. Designated Account Details: Details of accounts for loan disbursement and repayment
7. Financial Covenants: Detailed financial ratios and calculations if applicable
8. Form of Transfer Certificate: Template for transferring loan participation if permitted
Account Bank
Additional Guarantor
Affiliate
Agreement
Applicable Law
Availability Period
Banking Day
Borrower
Break Costs
Business Day
Central Bank
Charged Property
Commitment
Compliance Certificate
Conditions Precedent
Confidential Information
Default
Default Interest
Default Rate
Designated Account
Drawdown Date
Drawdown Notice
EURIBOR
Event of Default
Facility
Final Repayment Date
Finance Documents
Finance Parties
Financial Indebtedness
Financial Statements
Guarantee
Guaranteed Obligations
Guarantor
Interest Payment Date
Interest Period
Interest Rate
Lender
Loan
Material Adverse Change
Maturity Date
Obligors
Outstanding Amount
Participating Member State
Party
Permitted Security
Potential Default
Prepayment Amount
Principal Amount
Prohibited Person
Quotation Day
Reference Banks
Relevant Jurisdiction
Repayment Date
Repayment Instalment
Repeating Representations
Representative
Security
Security Documents
Subsidiary
Tax
Total Commitments
Transfer Certificate
Unpaid Sum
Definitions
Facility Terms
Purpose
Conditions Precedent
Drawdown
Interest
Repayment
Prepayment
Tax Gross-up
Increased Costs
Guarantee and Indemnity
Representations and Warranties
Information Covenants
Financial Covenants
General Undertakings
Events of Default
Security
Set-off
Assignment and Transfer
Change of Parties
Payment Mechanics
Notices
Calculations
Amendments and Waivers
Confidentiality
Counterparts
Severability
Force Majeure
Governing Law
Enforcement
Jurisdiction
Service of Process
Entire Agreement
Third Party Rights
Cost and Expenses
Indemnities
Default Interest
Currency
Anti-Money Laundering
Data Protection
Banking and Financial Services
Real Estate
Construction
Manufacturing
Retail
Technology
Healthcare
Agriculture
Energy
Infrastructure
Transportation
Hospitality
Education
Professional Services
Legal
Finance
Treasury
Credit Risk
Compliance
Commercial
Corporate Banking
Business Development
Company Secretariat
Operations
Chief Financial Officer
Finance Director
Treasury Manager
Corporate Lawyer
Legal Counsel
Banking Lawyer
Credit Manager
Risk Manager
Relationship Manager
Loan Officer
Commercial Director
Business Development Manager
Company Secretary
Compliance Officer
Financial Controller
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