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1. Parties: Identifies the lending bank and the borrower, including their registered addresses and company details
2. Background: Sets out the context of the loan facility and the Letter of Credit arrangement
3. Definitions and Interpretation: Defines key terms used in the agreement and establishes interpretation rules
4. Facility Amount and Purpose: Specifies the loan amount, purpose, and relationship to the Letter of Credit
5. Letter of Credit Details: Describes the Letter of Credit being used as security, including issuing bank, beneficiary, and amount
6. Conditions Precedent: Lists conditions that must be satisfied before the loan facility becomes available
7. Drawdown and Disbursement: Specifies the process and conditions for drawing down the loan facility
8. Interest and Fees: Details the interest rate, calculation method, and applicable fees
9. Repayment Terms: Outlines the repayment schedule, methods, and prepayment provisions
10. Security Structure: Details how the Letter of Credit serves as security and any additional security requirements
11. Representations and Warranties: Standard declarations made by the borrower regarding their legal and financial status
12. Covenants: Ongoing obligations of the borrower during the loan term
13. Events of Default: Lists circumstances that would constitute default and their consequences
14. Bank's Rights and Remedies: Details the bank's rights in case of default or breach
15. Notices: Specifies how formal communications between parties should be made
16. Governing Law and Jurisdiction: Establishes the applicable law and courts having jurisdiction
1. Currency Provisions: Required when the Letter of Credit is in a different currency from the loan facility
2. Insurance: Needed when specific insurance requirements are imposed on the underlying trade transaction
3. Additional Security Provisions: Used when additional collateral or security beyond the LC is required
4. Tax Provisions: Detailed tax clauses needed for cross-border transactions or specific tax implications
5. Assignment and Transfer: Required when either party needs the right to assign or transfer their rights
6. Force Majeure: Added when specific force majeure provisions are needed beyond standard contract frustration
7. Correspondent Bank Arrangements: Required when involving international banks or correspondent banking relationships
8. Syndication Provisions: Needed when the loan facility might be syndicated to other lenders
1. Schedule 1 - Letter of Credit Details: Complete details of the Letter of Credit including terms, conditions, and beneficiary information
2. Schedule 2 - Fee Schedule: Detailed breakdown of all applicable fees, charges, and commission
3. Schedule 3 - Drawdown Notice Format: Template for drawdown requests under the facility
4. Schedule 4 - Conditions Precedent Documents: List of all documents required before facility activation
5. Schedule 5 - Repayment Schedule: Detailed repayment timeline and installment amounts
6. Appendix A - Compliance Certificate Format: Template for periodic compliance certifications
7. Appendix B - Security Documents: Copies or formats of additional security documentation
8. Appendix C - Know Your Customer Requirements: List of required KYC documents and verification requirements
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