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1. Parties: Identification of the lender(s), borrower(s), and any guarantors or security providers
2. Background: Context of the agreement and purpose of the facility
3. Definitions and Interpretation: Detailed definitions of terms used throughout the agreement and rules of interpretation
4. The Facility: Core terms of the credit facility including amount, purpose, and availability period
5. Conditions Precedent: Conditions that must be satisfied before the facility becomes available
6. Utilization: Process and requirements for drawing down the facility
7. Interest: Interest calculation, periods, payment dates, and default interest provisions
8. Repayment: Terms for repayment of the facility including scheduled payments and final maturity
9. Prepayment: Provisions for voluntary and mandatory prepayment of the facility
10. Fees: All fees payable under the facility including arrangement, commitment, and other fees
11. Tax Gross Up and Indemnities: Provisions dealing with tax implications and related indemnities
12. Increased Costs and Illegality: Provisions for dealing with changes in law or circumstances affecting the facility
13. Representations and Warranties: Standard representations and warranties given by the borrower
14. Information Undertakings: Borrower's obligations to provide financial and other information
15. General Undertakings: General covenants and obligations of the borrower
16. Events of Default: Circumstances constituting default and consequences
17. Changes to Parties: Rules for assignments and transfers
18. Administration: Administrative provisions including payment mechanics and calculations
19. Notices: Rules for giving notices under the agreement
20. Governing Law and Jurisdiction: Choice of Dutch law and jurisdiction provisions
1. Financial Covenants: Specific financial ratios and tests - include when dealing with corporate borrowers
2. Security: Security arrangements - include when the facility is secured
3. Guarantee: Terms of any guarantee - include when there are guarantors
4. Accordion Facility: Provisions for increasing the facility amount - include when facility may be expanded
5. Multiple Currencies: Provisions for drawing in different currencies - include for multi-currency facilities
6. Syndication Provisions: Specific provisions for syndicated facilities - include when multiple lenders involved
7. Agency Provisions: Provisions regarding facility agent's role - include for syndicated facilities
8. Reference Bank Provisions: Provisions for determining interest rates - include for EURIBOR-based facilities
1. Conditions Precedent: Detailed list of required documents and conditions
2. Form of Utilization Request: Standard form for requesting drawdown of the facility
3. Form of Transfer Certificate: Standard form for transferring commitments between lenders
4. Repayment Schedule: Detailed schedule of repayment dates and amounts
5. Compliance Certificate: Form for certifying compliance with financial covenants
6. Existing Security: Details of any existing security affecting the borrower
7. Form of Accession Letter: Standard form for additional parties joining the agreement
8. Financial Covenant Calculations: Detailed methodology for calculating financial covenants
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