Omnibus Loan And Security Agreement Template for Saudi Arabia

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Key Requirements PROMPT example:

Omnibus Loan And Security Agreement

"I need an Omnibus Loan And Security Agreement to document a Shariah-compliant financing arrangement for a Saudi manufacturing company, with both Murabaha and Ijara facilities totaling SAR 500 million, secured by real estate assets and equipment, to be completed by March 2025."

Document background
The Omnibus Loan And Security Agreement is designed for complex financing arrangements in Saudi Arabia where multiple credit facilities and various forms of security are required under a single documentation framework. This agreement type is particularly useful for ongoing banking relationships where a borrower may need access to different types of facilities (such as term loans, revolving credits, or Islamic facilities) over time, while maintaining a consolidated security structure. The document must comply with Saudi Arabian law, including various Royal Decrees governing banking and security interests, while also adhering to Shariah principles. It includes comprehensive provisions for facility utilization, security creation over different types of assets, covenant packages, and enforcement mechanisms. The agreement is typically used for corporate borrowers requiring flexible financing arrangements and can accommodate both conventional and Islamic financing structures, making it a versatile instrument in the Saudi Arabian banking sector.
Suggested Sections

1. Parties: Identification of the lender(s), borrower(s), and any guarantors or security providers

2. Background: Context of the agreement, relationship between parties, and general purpose of the facilities

3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and interpretation rules

4. Facilities: Details of various types of credit facilities available, including terms, limits, and conditions

5. Conditions Precedent: Prerequisites that must be satisfied before any utilization of the facilities

6. Utilization: Procedures and requirements for drawing down under the facilities

7. Islamic Finance Compliance: Provisions ensuring compliance with Shariah principles and structures

8. Security Creation: Establishment of security interests over various types of collateral

9. Representations and Warranties: Statements of fact and assurances given by the borrower and security providers

10. Covenants: Positive and negative obligations of the borrower during the life of the facilities

11. Events of Default: Circumstances constituting default and triggering enforcement rights

12. Enforcement Rights: Lender's rights and remedies upon default, compliant with Saudi enforcement laws

13. Payment Provisions: Terms regarding payments, calculations, and payment mechanics

14. Changes to Parties: Provisions for transfers, assignments, and changes to lenders or borrowers

15. Administration: Administrative provisions, notices, calculations, and operational matters

16. Governing Law and Jurisdiction: Confirmation of Saudi law governance and jurisdiction of Saudi courts

Optional Sections

1. Murabaha Facility Provisions: Specific provisions for Islamic Murabaha financing structure, used when this type of facility is included

2. Syndication Provisions: Provisions governing multiple lenders and facility administration, used for syndicated facilities

3. Intercreditor Provisions: Regulates relationship between multiple creditors, used when there are different classes of lenders

4. Currency Provisions: Specific provisions for multiple currencies, used for multi-currency facilities

5. Additional Security Provider Provisions: Used when third parties provide security for the facilities

6. Commodity Trading Provisions: Required for Islamic facilities using commodity murabaha structures

7. Agency Provisions: Used when an agent is appointed to administer the facilities or security

Suggested Schedules

1. Facility Particulars: Detailed terms and conditions of each facility including limits, pricing, and tenure

2. Security Assets Schedule: Detailed description of all assets subject to security interests

3. Form of Utilization Request: Standard form for requesting drawdowns under the facilities

4. Conditions Precedent Documents: List of required documents and conditions to be satisfied

5. Form of Compliance Certificate: Template for periodic compliance certification by borrower

6. Shariah Structure Diagrams: Illustrations of Islamic finance structures used in the facilities

7. Financial Covenants Calculations: Detailed methodology for calculating financial covenants

8. Form of Transfer Certificate: Template for transferring interests in the facilities

9. Security Documents: Forms of additional security documentation required

10. Authorized Signatories: List of persons authorized to act for each party

11. Fee Schedule: Detailed breakdown of all applicable fees and charges

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
Clauses
Relevant Industries

Banking

Financial Services

Islamic Finance

Corporate Lending

Project Finance

Real Estate

Manufacturing

Trading

Construction

Energy

Infrastructure

Healthcare

Retail

Technology

Telecommunications

Relevant Teams

Legal

Finance

Treasury

Compliance

Risk Management

Corporate Banking

Islamic Banking

Credit Administration

Security & Documentation

Transaction Management

Operations

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Legal Counsel

Corporate Lawyer

Compliance Officer

Risk Manager

Credit Manager

Banking Relationship Manager

Shariah Compliance Officer

Security Documentation Officer

Facility Agent

Corporate Banking Manager

Islamic Banking Specialist

Transaction Manager

Financial Controller

Industries
Banking Control Law (Royal Decree No. M/5): Primary legislation governing banking activities and financial institutions in Saudi Arabia, establishing framework for lending operations
Commercial Mortgage Law (Royal Decree No. M/75): Regulates creation and registration of security interests over commercial assets, crucial for the security aspects of the agreement
Commercial Courts Law (Royal Decree No. M/93): Establishes jurisdiction and procedures for commercial disputes, including loan and security enforcement matters
Law of Commercial Papers (Royal Decree No. M/37): Governs negotiable instruments and commercial papers that may be used as security or payment mechanisms
Saudi Arabian Monetary Authority (SAMA) Regulations: Various circulars and guidelines governing banking practices, including requirements for loan documentation and security arrangements
Commercial Registration Law (Royal Decree No. M/1): Regulates registration requirements for commercial entities and security interests
Shariah Principles on Banking: Islamic law principles governing financial transactions, prohibiting riba (interest) and requiring compliance with Islamic finance structures
Enforcement Law (Royal Decree No. M/53): Provides framework for enforcement of security interests and execution against collateral
Commercial Pledge Law: Governs the creation and enforcement of pledges over movable assets as security
Anti-Money Laundering Law (Royal Decree No. M/20): Establishes requirements for customer due diligence and transaction monitoring in lending relationships
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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