The Loan Swap Agreement is a sophisticated financial instrument used in the Nigerian market when parties wish to exchange their respective loan obligations or manage their exposure to interest rate and currency risks. This document type is particularly crucial in Nigeria's dynamic financial landscape, where entities often need to restructure their debt exposures or hedge against market volatility. The agreement must comply with the Central Bank of Nigeria's regulations, the Banks and Other Financial Institutions Act (BOFIA), and other relevant financial services laws. Typically, a Loan Swap Agreement will include detailed provisions on payment mechanics, calculation methodologies, events of default, and termination rights, while also addressing specific Nigerian regulatory requirements such as foreign exchange controls and mandatory reporting obligations. It's commonly used by banks, financial institutions, and large corporations engaging in complex financing arrangements within the Nigerian jurisdiction.

1. Parties: Identification of the parties entering into the swap agreement, including their legal names, registration details, and addresses

2. Background: Context of the agreement, including the purpose of the swap and reference to the underlying loans

3. Definitions and Interpretation: Detailed definitions of terms used throughout the agreement and rules for interpreting the document

4. Swap Structure: Core terms of the swap arrangement, including the nominal amount, currencies, and basic mechanics

5. Payment Obligations: Details of payment flows, including calculation methods, payment dates, and settlement procedures

6. Conditions Precedent: Conditions that must be satisfied before the swap becomes effective

7. Representations and Warranties: Standard and transaction-specific representations made by each party

8. Covenants: Ongoing obligations of the parties during the term of the swap

9. Events of Default: Circumstances constituting default and their consequences

10. Termination Events: Circumstances allowing early termination and the procedures for such termination

11. Calculation Agent: Appointment and duties of the calculation agent

12. Tax Provisions: Treatment of taxes and tax-related obligations

13. Governing Law and Jurisdiction: Specification of Nigerian law as governing law and jurisdiction for disputes

14. Notices: Communication procedures between parties

15. Miscellaneous: Standard boilerplate provisions including amendments, waivers, and severability