A Consortium Loan Agreement is primarily used in scenarios where the financing requirement is too large for a single lender to undertake or where risk sharing is desired among multiple lenders. This document type is particularly relevant in the Indian market where large infrastructure and industrial projects often require substantial funding from multiple banks. The agreement, governed by Indian law, establishes the relationship between the consortium members, defines the roles of the facility agent and security trustee, and sets out detailed provisions for loan disbursement, repayment, security creation, and enforcement. It must comply with Reserve Bank of India (RBI) guidelines on consortium lending, Indian banking regulations, and various other applicable laws including the Indian Contract Act, Banking Regulation Act, and SARFAESI Act. The document includes comprehensive provisions for decision-making among lenders, sharing of security, and handling of default scenarios.
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1. Parties: Identification of all consortium members (lenders), facility agent, security trustee, and borrower(s)
2. Background: Recitals explaining the purpose of the loan, consortium structure, and basic transaction framework
3. Definitions and Interpretation: Comprehensive definitions of terms used in the agreement and interpretation rules
4. The Facility: Details of the loan facility, including amount, purpose, and participation of each lender
5. Conditions Precedent: Conditions that must be satisfied before drawdown
6. Drawdown and Utilization: Procedures and requirements for loan disbursement
7. Interest and Fees: Interest calculation, payment terms, and applicable fees
8. Repayment and Prepayment: Loan repayment schedule and prepayment provisions
9. Security: Overview of security package and security creation requirements
10. Representations and Warranties: Borrower's representations and warranties
11. Covenants: Positive and negative covenants of the borrower
12. Events of Default: Circumstances constituting default and consequences
13. Role of Facility Agent: Appointment, powers, and duties of the facility agent
14. Decision Making Among Lenders: Voting rights and majority requirements for lender decisions
15. Payment Mechanics: Procedures for making and receiving payments
16. Sharing Among Lenders: Provisions for sharing payments and recoveries among lenders
17. Changes to Parties: Transfer and assignment provisions
18. Administration: Administrative provisions including notices and calculations
19. Governing Law and Jurisdiction: Choice of law and jurisdiction provisions
1. Currency Provisions: Required when facility involves multiple currencies or foreign lenders
2. Increased Costs and Tax Provisions: Detailed provisions needed when foreign lenders are involved or specific tax structures apply
3. Green Loan Provisions: Required for environmentally sustainable projects or green financing
4. Market Disruption: Provisions dealing with market disruption events, particularly relevant for LIBOR/SOFR based facilities
5. Regulatory Compliance: Specific provisions required for regulated borrowers or specific industry requirements
6. Inter-Creditor Provisions: Detailed provisions needed when there are multiple classes of debt or subordination requirements
7. Security Trustee Provisions: Required when security is held through a security trustee structure
1. Lender Commitments: Details of each lender's commitment amount and proportion
2. Conditions Precedent Documents: List of required documents and conditions to be satisfied
3. Form of Drawdown Request: Standard form for requesting loan disbursement
4. Repayment Schedule: Detailed amortization schedule
5. Security Documents: List and copies of all security documents
6. Form of Transfer Certificate: Standard form for transfer of loan participations
7. Form of Compliance Certificate: Template for periodic compliance reporting
8. Financial Covenants Calculations: Detailed methodology for financial covenant calculations
9. Interest Rate and Fee Calculations: Detailed methodology for calculating interest and fees
10. Contact Details: Contact information for all parties and authorized signatories
11. Form of Reports: Templates for various required reports
12. Security Property Details: Detailed description of secured assets and properties
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