The Vendor Loan Agreement is a crucial document used in commercial transactions where a vendor provides financing to facilitate the purchase of their goods or services. This arrangement is particularly common in Nigeria for large equipment purchases, technology implementations, and infrastructure projects. The agreement must comply with Nigerian financial regulations, including the Central Bank of Nigeria Act and Money Lenders Act, while providing comprehensive coverage of loan terms, security arrangements, and enforcement mechanisms. The document is essential for businesses seeking alternative financing options and vendors looking to increase sales through financing solutions. It typically includes detailed provisions for interest calculation, payment schedules, default scenarios, and dispute resolution, all tailored to the Nigerian legal environment.

1. Parties: Identification of the vendor-lender and borrower with full legal names and addresses

2. Background: Context of the loan arrangement, relationship between parties, and purpose of the loan

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Loan Amount and Purpose: Specification of the loan amount, currency, and permitted use of funds

5. Interest and Fees: Interest rate, calculation method, payment frequency, and any applicable fees

6. Disbursement: Conditions precedent, disbursement process, and timing

7. Repayment Terms: Repayment schedule, method of payment, and prepayment provisions

8. Security and Collateral: Details of security arrangements and collateral requirements

9. Representations and Warranties: Standard representations and warranties from the borrower

10. Covenants: Positive and negative covenants binding the borrower

11. Events of Default: Circumstances constituting default and consequences

12. Enforcement: Rights and remedies upon default

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

14. Boilerplate Provisions: Standard clauses including notices, amendments, assignment, and severability