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Joint Venture Loan Agreement
"I need a Joint Venture Loan Agreement for a UAE-based renewable energy project between a local Abu Dhabi company and a German manufacturing firm, with Islamic financing provisions, for a planned facility completion by March 2025."
1. Parties: Identification of all parties including the JV partners and lender(s)
2. Background: Context of the joint venture and the purpose of the loan
3. Definitions and Interpretation: Definitions of key terms and interpretation rules
4. Joint Venture Structure: Details of JV ownership, management structure, and operational framework
5. Loan Amount and Purpose: Specification of the loan amount and its intended use within the JV
6. Disbursement Conditions: Conditions precedent and mechanics for loan disbursement
7. Interest and Fees: Interest calculation, payment terms, and associated fees (structured to comply with Sharia principles if required)
8. Repayment Terms: Schedule and mechanics of loan repayment
9. Security and Guarantees: Details of any security or guarantees provided for the loan
10. Representations and Warranties: Standard and specific representations by all parties
11. Covenants: Positive and negative undertakings by the JV and partners
12. Events of Default: Circumstances constituting default and consequences
13. Governing Law and Jurisdiction: Specification of UAE law governance and dispute resolution mechanisms
14. Notices: Communication procedures between parties
15. Boilerplate Provisions: Standard contractual provisions including assignment, amendments, severability
1. Islamic Finance Structure: Alternative structure for Sharia-compliant financing, used when Islamic finance principles must be strictly followed
2. Multiple Lenders Provisions: Additional provisions for syndicated lending arrangements, used when multiple lenders are involved
3. Step-In Rights: Lender's rights to take control of the JV in specific circumstances, used in high-value or high-risk transactions
4. Intercreditor Provisions: Provisions governing relationships between different classes of lenders, used when there are multiple funding sources
5. Political Risk Provisions: Additional protections for foreign investors, used when significant cross-border elements exist
6. Currency Protection: Provisions dealing with exchange rate risks, used in cross-border transactions
7. Tax Gross-Up: Provisions for tax implications and responsibilities, used when significant tax considerations exist
1. Schedule 1 - JV Business Plan: Detailed business plan including projections and operational details
2. Schedule 2 - Conditions Precedent: List of all documents and conditions required before loan disbursement
3. Schedule 3 - Drawdown Schedule: Detailed schedule of loan disbursements and conditions
4. Schedule 4 - Repayment Schedule: Detailed amortization schedule and payment dates
5. Schedule 5 - Security Documents: Forms and details of all security arrangements
6. Schedule 6 - Financial Covenants: Detailed financial ratios and requirements
7. Schedule 7 - Form of Notices: Template forms for various notices under the agreement
8. Appendix A - Corporate Authorizations: Copies of corporate approvals and authorizations
9. Appendix B - Security Perfection Requirements: List of requirements for perfecting security interests
10. Appendix C - Calculation of Interest/Profit: Detailed methodology for calculating interest or profit (if Islamic structure)
Authors
Infrastructure
Real Estate Development
Oil & Gas
Manufacturing
Technology
Healthcare
Renewable Energy
Construction
Hospitality
Industrial Projects
Mining
Telecommunications
Legal
Finance
Corporate Development
Treasury
Risk Management
Compliance
Operations
Strategy
Investment
Project Management
Chief Executive Officer
Chief Financial Officer
Legal Director
Finance Director
Investment Manager
Project Director
Corporate Lawyer
Joint Venture Manager
Treasury Manager
Risk Manager
Commercial Director
Business Development Director
Company Secretary
Compliance Officer
Managing Partner
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