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1. Parties: Identification of all parties to the agreement, including borrowers, lenders, agents, and security providers
2. Background: Context of the transaction, relationship between the parties, and purpose of the agreement
3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and interpretation rules
4. The Facilities: Overview of all facilities covered by the common terms
5. Conditions Precedent: Conditions that must be satisfied before the agreement becomes effective
6. Representations and Warranties: Standard and transaction-specific representations and warranties given by the borrowers
7. Covenants: Financial and non-financial undertakings, including information covenants
8. Events of Default: Circumstances constituting default and their consequences
9. Changes to Parties: Provisions regarding transfers, assignments, and substitution of parties
10. Administration: Role and duties of facility agent, calculation methods, payment mechanics
11. Costs and Expenses: Allocation of transaction costs and ongoing expenses
12. Indemnities: Scope and nature of indemnities provided by borrowers
13. Set-off: Rights of set-off and their exercise
14. Notices: Communication procedures and contact details
15. Calculations and Certificates: Rules for calculations and evidence of amounts due
16. Partial Invalidity: Severability provisions
17. Remedies and Waivers: Rights and remedies of the parties
18. Amendments and Waivers: Procedures for modifying the agreement
19. Governing Law: South African law as governing law and jurisdiction provisions
20. Enforcement: Dispute resolution procedures and enforcement mechanisms
1. Tax Gross Up and Indemnities: Detailed tax provisions, required if cross-border elements or complex tax structures are involved
2. Increased Costs: Provisions dealing with regulatory changes affecting lenders' costs, needed for longer-term facilities
3. Market Disruption: Provisions addressing market disruption events, important for floating rate facilities
4. Anti-corruption Laws: Specific provisions regarding compliance with anti-corruption laws, needed for international transactions
5. Sanctions: Compliance with international sanctions, required for international parties
6. Break Costs: Provisions for early repayment costs, needed for term facilities
7. Parallel Debt: Required if security is to be held in jurisdictions that don't recognize trust concepts
8. Exchange Control: Specific South African exchange control provisions, required for cross-border transactions
1. Schedule 1 - Initial Conditions Precedent: List of documents and conditions required before first utilization
2. Schedule 2 - Requests and Notices: Forms of utilization requests and other standard notices
3. Schedule 3 - Form of Transfer Certificate: Standard form for transfers between lenders
4. Schedule 4 - Form of Accession Deed: Form for new parties joining the agreement
5. Schedule 5 - Form of Compliance Certificate: Template for periodic compliance certification
6. Schedule 6 - Existing Security: Details of security already in place
7. Schedule 7 - Form of Confidentiality Undertaking: Standard confidentiality agreement for potential new lenders
8. Schedule 8 - Timetables: Timing requirements for notices and payments
9. Schedule 9 - Forms of Financial Statements: Required format for financial reporting
10. Appendix A - Transaction Security Documents: List and copies of all security documents
11. Appendix B - Required Insurance: Details of insurance requirements and policies
Account Bank
Additional Borrower
Additional Guarantor
Additional Lender
Affiliate
Agent
Agreed Security Principles
Amendment Request
Applicable Margin
Authorisation
Availability Period
Available Commitment
Available Facility
Banking Day
Base Case Financial Model
Base Currency
Base Reference Bank Rate
Borrower
Break Costs
Business Day
Calculation Date
Calculation Period
Commitment
Compliance Certificate
Confidential Information
Confidentiality Undertaking
Default
Default Rate
Defaulting Lender
Delegate
Disruption Event
Distribution
Environment
Environmental Claim
Environmental Law
Environmental Permit
Event of Default
Facility
Facility Agent
Facility Agreement
Facility Office
FICA
Final Maturity Date
Finance Document
Finance Party
Financial Close
Financial Indebtedness
Financial Quarter
Financial Year
Financing Principal Agreement
Group
Guarantee
Guarantor
Hedge Counterparty
Hedging Agreement
Holding Company
IFRS
Impaired Agent
Increased Costs
Insolvency Event
Interest Period
Interest Rate
Interpolated Screen Rate
JIBAR
Legal Reservations
Lender
Loan
Majority Lenders
Margin
Material Adverse Effect
Month
New Lender
Obligor
Original Financial Statements
Original Jurisdiction
Original Obligor
Party
Perfection Requirements
Permitted Disposal
Permitted Financial Indebtedness
Permitted Security
Prime Rate
Qualifying Lender
Quotation Day
Reference Banks
Reference Bank Rate
Related Fund
Relevant Market
Repeating Representations
Representative
Sanctions
Screen Rate
Security
Security Agent
Security Document
Security Property
South African Companies Act
Specified Time
Subsidiary
Super Majority Lenders
Tax
Tax Deduction
Transaction Document
Transaction Security
Transfer Certificate
Transfer Date
Treasury Transaction
Unpaid Sum
Utilisation
Utilisation Date
Utilisation Request
VAT
ZAR
Facilities
Purpose
Conditions Precedent
Utilisation
Repayment
Prepayment
Interest
Interest Periods
Changes to the Calculation of Interest
Fees
Tax Gross-Up and Indemnities
Increased Costs
Other Indemnities
Mitigation
Costs and Expenses
Representations
Information Undertakings
Financial Covenants
General Undertakings
Events of Default
Changes to the Lenders
Changes to the Obligors
Role of the Agents
Conduct of Business by the Finance Parties
Sharing Among Finance Parties
Payment Mechanics
Set-Off
Notices
Calculations and Certificates
Partial Invalidity
Remedies and Waivers
Amendments and Waivers
Confidentiality
Counterparts
Governing Law
Enforcement
Exchange Control
Sanctions
Anti-Money Laundering
Data Protection
FICA Compliance
Security Provisions
Intercreditor Provisions
Parallel Debt
Market Disruption
Break Costs
Bail-In
Banking and Financial Services
Infrastructure Development
Mining and Resources
Real Estate and Property Development
Energy and Utilities
Telecommunications
Manufacturing
Transport and Logistics
Healthcare
Retail and Consumer
Agriculture and Agribusiness
Technology and Software
Industrial Development
Legal
Finance
Treasury
Compliance
Risk Management
Credit
Corporate Finance
Structured Finance
Project Finance
Transaction Management
Loan Administration
Documentation
Chief Financial Officer
Finance Director
Treasury Manager
Legal Counsel
Corporate Lawyer
Compliance Officer
Risk Manager
Transaction Manager
Loan Officer
Credit Risk Officer
Syndications Manager
Project Finance Manager
Banking Relationship Manager
Financial Controller
General Counsel
Company Secretary
Senior Finance Manager
Structured Finance Director
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