Loan Indemnity Agreement Template for Philippines

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Key Requirements PROMPT example:

Loan Indemnity Agreement

"I need a Loan Indemnity Agreement under Philippine law for a multinational manufacturing company acting as indemnifier for a PHP 50 million corporate loan, with specific provisions for cross-border payment mechanisms and quarterly reporting requirements."

Document background
The Loan Indemnity Agreement is a crucial risk management instrument in Philippine banking and finance practice, typically employed when additional security or comfort is required for significant loan transactions. This document becomes relevant when a third party agrees to indemnify a lender against losses that may arise from a borrower's default or other specified events under a loan agreement. The agreement must comply with Philippine Civil Code requirements, banking regulations, and relevant financial laws. It is particularly important in project financing, corporate lending, and situations where the primary security for a loan may be considered insufficient. The Loan Indemnity Agreement includes detailed provisions on the scope of indemnity, trigger events, claim procedures, and enforcement mechanisms, all structured to ensure enforceability under Philippine law.
Suggested Sections

1. Parties: Identifies and defines all parties to the agreement, including the Indemnifier, Lender, and Borrower

2. Background: Recitals explaining the context of the loan and indemnity arrangement, including reference to the underlying loan agreement

3. Definitions: Defines key terms used throughout the agreement, including 'Indemnified Amount', 'Loan Agreement', 'Event of Default', etc.

4. Scope of Indemnity: Details the specific obligations and liabilities covered by the indemnity

5. Terms of Indemnification: Specifies when and how the indemnity becomes payable, including trigger events and payment mechanics

6. Representations and Warranties: Statements of fact and assurances given by the Indemnifier regarding their ability to fulfill the indemnity obligations

7. Duration and Termination: Specifies the term of the indemnity and circumstances under which it may be terminated

8. Notice Requirements: Procedures for making claims under the indemnity and general communication requirements

9. Governing Law and Jurisdiction: Specifies Philippine law as governing law and designates jurisdiction for dispute resolution

10. Execution: Signature blocks and execution formalities

Optional Sections

1. Security Provisions: Include when the indemnity is secured by specific assets or collateral

2. Assignment and Transfer: Include when parties want to allow or restrict the ability to assign or transfer rights under the indemnity

3. Step-In Rights: Include when the Lender requires the right to take over certain obligations or rights of the Borrower

4. Tax Provisions: Include when specific tax implications need to be addressed or allocated between parties

5. Currency Provisions: Include when the loan and indemnity involve different currencies or cross-border elements

6. Force Majeure: Include when parties want to address circumstances beyond their control that might affect the indemnity obligations

7. Costs and Expenses: Include when there's a need to specify how various costs related to the indemnity will be allocated

Suggested Schedules

1. Schedule 1 - Original Loan Agreement: Copy or key terms of the underlying loan agreement being indemnified

2. Schedule 2 - Secured Assets: List and description of any assets securing the indemnity (if applicable)

3. Schedule 3 - Form of Demand: Template for making claims under the indemnity

4. Schedule 4 - Payment Mechanics: Detailed procedures for making and processing indemnity payments

5. Appendix A - Corporate Authorizations: Copies of relevant corporate approvals and authorizations

6. Appendix B - Specimen Signatures: Authorized signatures for relevant parties

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Relevant Industries

Banking and Financial Services

Corporate Lending

Real Estate and Property Development

Infrastructure and Construction

Manufacturing

Commercial Trading

Small and Medium Enterprises

Agriculture and Agribusiness

Energy and Utilities

Transportation and Logistics

Relevant Teams

Legal

Finance

Risk Management

Corporate Banking

Credit Administration

Compliance

Treasury

Corporate Secretariat

Business Development

Project Finance

Relevant Roles

Chief Financial Officer

Finance Director

Legal Counsel

Corporate Secretary

Risk Manager

Credit Officer

Loan Officer

Treasury Manager

Corporate Banking Manager

Compliance Officer

Financial Controller

Business Development Manager

Project Finance Manager

Credit Risk Analyst

Commercial Banking Officer

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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