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The Syndicated Loan Agreement is a sophisticated financing document used when a borrower requires substantial funding that exceeds the capacity or risk appetite of a single lender. This agreement, governed by UAE law, brings together multiple financial institutions to provide financing while sharing the associated risks. The document must comply with UAE banking regulations, including UAE Central Bank requirements and the UAE Civil Code. It contains detailed provisions covering facility terms, security arrangements, representations, covenants, and events of default. When used in the UAE market, the Syndicated Loan Agreement often needs to consider both conventional and Islamic finance principles, particularly in transactions involving local banks. The agreement serves as the primary document governing the relationship between the borrower and the lending syndicate, establishing clear rights, obligations, and procedures for all parties involved.

1. Parties: Identifies all parties including the borrower(s), arrangers, facility agent, security agent, and original lenders

2. Background: Sets out the context and purpose of the facility

3. Definitions and Interpretation: Comprehensive definitions of terms used and interpretation principles

4. The Facilities: Details of the loan facilities, including types, amounts, and purpose

5. Conditions Precedent: Conditions that must be satisfied before drawdown

6. Drawdown: Procedures and requirements for utilization of the facilities

7. Repayment: Terms and schedule for repayment of the facilities

8. Prepayment and Cancellation: Provisions for voluntary and mandatory prepayment and facility cancellation

9. Interest: Interest calculation, periods, and payment provisions

10. Fees: All fees payable under the facility including arrangement, commitment, and agency fees

11. Tax Gross Up and Indemnities: Provisions dealing with tax implications and related indemnities

12. Increased Costs: Provisions for dealing with changes in costs due to regulatory or legal changes

13. Representations and Warranties: Borrower's representations and warranties

14. Information Undertakings: Borrower's obligations to provide financial and other information

15. Financial Covenants: Financial ratios and other financial requirements to be maintained

16. General Undertakings: General positive and negative covenants of the borrower

17. Events of Default: Circumstances constituting default and consequences

18. Changes to Parties: Provisions for transfers, assignments, and changes in lender composition

19. Role of the Agents: Rights, duties, and obligations of the facility and security agents

20. Payment Mechanics: Procedures for making payments under the facility

21. Set-off: Rights of set-off and their application

22. Notices: Communication procedures and requirements

23. Calculations and Certificates: Provisions regarding calculations and certificates under the agreement

24. Partial Invalidity: Severability provisions

25. Remedies and Waivers: Rights and remedies of the finance parties

26. Amendments and Waivers: Procedures for amending and waiving provisions

27. Governing Law: UAE law as governing law and related provisions

28. Enforcement: Jurisdiction and dispute resolution provisions