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The Facilities Agreement is a crucial financing document used when a borrower seeks to obtain credit facilities from one or multiple lenders in Austria. It serves as the primary document governing the lending relationship, detailing all essential aspects of the facility including amount, purpose, conditions, repayment terms, and security arrangements. This agreement must comply with Austrian banking regulations, civil law requirements, and financial services legislation, while incorporating market-standard provisions for facility administration, security interests, and enforcement mechanisms. The Facilities Agreement is particularly important in corporate financing, project finance, and general commercial lending transactions, requiring careful consideration of Austrian-specific legal requirements and market practices.

1. Parties: Identification of the lender(s), borrower(s), and any other parties to the agreement

2. Background: Context of the facility and purpose of the agreement

3. Definitions and Interpretation: Defined terms, interpretation rules, and language provisions

4. The Facility: Core terms of the facility including amount, purpose, and availability

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

6. Drawdown: Procedures and requirements for utilizing the facility

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

8. Repayment and Prepayment: Terms for scheduled repayment and voluntary/mandatory prepayment

9. Tax Gross Up and Indemnities: Tax-related provisions and associated indemnities

10. Increased Costs and Illegality: Provisions for dealing with changes affecting the lenders' costs or ability to lend

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

12. Information Undertakings: Requirements for financial and other information provision

13. Financial Covenants: Financial maintenance and testing requirements

14. General Undertakings: Positive and negative undertakings of the borrower

15. Events of Default: Circumstances constituting default and consequences

16. Changes to Parties: Transfer and assignment provisions

17. Payment Mechanics: Administrative provisions for payments

18. Set-off: Rights of set-off and related provisions

19. Notices: Communication requirements and methods

20. Calculations and Certificates: Provisions regarding calculations and evidence

21. Partial Invalidity: Severability provisions

22. Remedies and Waivers: Rights and waivers provisions

23. Amendments and Waivers: Procedures for modifying the agreement

24. Governing Law: Austrian law as governing law and interpretation principles

25. Enforcement: Jurisdiction and enforcement provisions, including specific Austrian law requirements