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1. Parties: Identification of the lender(s) and borrower(s) with full legal names and addresses
2. Background: Context of the financing arrangement, purpose of the loan, and any relevant preliminary agreements
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation
4. The Facility: Details of the loan amount, purpose, and availability period
5. Conditions Precedent: Conditions that must be satisfied before the loan can be drawn
6. Drawdown: Procedures and requirements for drawing down the loan
7. Interest: Interest rate, calculation method, payment dates, and default interest provisions
8. Repayment: Terms and schedule for repayment of the loan
9. Prepayment: Provisions for voluntary and mandatory prepayment
10. Representations and Warranties: Statements of fact and assurances given by the borrower
11. Covenants: Positive and negative obligations of the borrower during the loan period
12. Events of Default: Circumstances that constitute default and their consequences
13. Security: Overview of security arrangements and enforcement rights
14. Payments: Payment mechanics, currency, and tax provisions
15. Costs and Expenses: Allocation of costs and expenses related to the facility
16. Notices: Communication requirements and contact details
17. Assignment and Transfer: Rights and restrictions regarding transfer of rights and obligations
18. Governing Law and Jurisdiction: Choice of Dutch law and jurisdiction provisions
1. Syndication Provisions: Required when multiple lenders are involved, detailing voting rights and administrative arrangements
2. Guarantee Provisions: Included when third-party guarantees are part of the security package
3. Subordination Provisions: Required when there are multiple creditors with different priorities
4. Currency Conversion: Needed for multi-currency facilities or cross-border transactions
5. Insurance: Detailed insurance requirements for specific types of secured assets
6. Information Undertakings: Additional reporting requirements for complex transactions or regulated borrowers
7. Tax Gross-Up and Indemnities: Detailed tax provisions for cross-border transactions or specific tax arrangements
8. Parallel Debt: Required under Dutch law when security is granted to a security trustee
1. Conditions Precedent Documents: List of required documents and conditions to be satisfied before drawdown
2. Form of Drawdown Request: Standard form for requesting loan disbursements
3. Repayment Schedule: Detailed schedule of repayment dates and amounts
4. Security Documents: Forms of security documents and detailed security arrangements
5. Form of Compliance Certificate: Template for periodic compliance reporting
6. Financial Covenants Calculations: Detailed methodology for calculating financial covenants
7. Permitted Security: List of security interests permitted under the agreement
8. Existing Financial Indebtedness: Schedule of borrower's existing debt obligations
9. Group Structure Chart: Corporate structure diagram of the borrower's group
10. Form of Transfer Certificate: Template for transferring rights and obligations under the agreement
Affiliate
Agreement
Applicable Law
Authorized Representative
Available Commitment
Available Facility
Business Day
Change of Control
Commitment
Compliance Certificate
Conditions Precedent
Confidential Information
Default
Default Interest
Drawdown Date
Drawdown Notice
EURIBOR
Event of Default
Facility
Facility Agent
Finance Documents
Finance Parties
Financial Indebtedness
Financial Statements
Group
Guarantee
Guarantor
Interest Payment Date
Interest Period
Interest Rate
Legal Reservation
Lender
Loan
Material Adverse Effect
Maturity Date
Obligor
Original Financial Statements
Parallel Debt
Permitted Security
Potential Event of Default
Prepayment Amount
Principal Amount
Qualifying Lender
Quotation Day
Reference Banks
Repayment Date
Repayment Installment
Repeating Representations
Security
Security Agent
Security Documents
Security Period
Security Rights
Subsidiary
Tax
Tax Deduction
Total Commitments
Transfer Certificate
Unpaid Sum
Utilization
VAT
Zekerheidsrechten
Facility Terms
Interest
Repayment
Prepayment
Payment Mechanics
Tax Gross-Up and Indemnities
Increased Costs
Representations and Warranties
Information Undertakings
Financial Covenants
General Undertakings
Events of Default
Security
Guarantee
Set-off
Assignment and Transfer
Role of Agents
Costs and Expenses
Indemnities
Amendments and Waivers
Confidentiality
Notices
Calculations and Certificates
Partial Invalidity
Remedies and Waivers
Counterparts
Third Party Rights
Governing Law
Enforcement
Jurisdiction
Parallel Debt
Subordination
Currency Conversion
Anti-Money Laundering
Data Protection
Banking and Financial Services
Real Estate
Manufacturing
Technology
Energy and Utilities
Infrastructure
Healthcare
Retail
Transportation and Logistics
Telecommunications
Agriculture
Construction
Mining and Natural Resources
Legal
Finance
Treasury
Compliance
Risk Management
Corporate Secretariat
Credit
Business Development
Investment
Operations
Chief Financial Officer
Finance Director
Treasury Manager
Legal Counsel
Corporate Lawyer
Compliance Officer
Risk Manager
Financial Controller
Credit Manager
Corporate Secretary
Managing Director
Business Development Manager
Account Manager
Investment Manager
Relationship Manager
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