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A Bridge Loan Agreement under German law is utilized when a company or entity requires temporary financing to bridge a gap until more permanent financing can be arranged. This document is particularly relevant in time-sensitive situations such as acquisitions, refinancing, or project development where immediate funding is needed. The agreement must comply with German regulatory requirements, including the German Civil Code (BGB) and Banking Act (KWG), and typically includes detailed provisions on loan disbursement, interest calculation, repayment terms, security arrangements, and events of default. Bridge loans can range from several weeks to about 12-18 months in duration, and the documentation needs to address both the temporary nature of the financing and the anticipated takeout or refinancing arrangements. The agreement also needs to consider German-specific requirements regarding form, execution, and enforceability.

1. Parties: Identification of the lender(s) and borrower(s) with full legal details

2. Background: Context of the bridge loan, including purpose and basic transaction structure

3. Definitions and Interpretation: Definitions of terms used in the agreement and interpretation rules

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

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

6. Drawdown: Procedures and requirements for drawing down the loan

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

8. Repayment and Prepayment: Terms for repayment and early repayment options

9. Tax Gross Up and Indemnities: Provisions for tax-related payments and indemnities

10. Increased Costs: Provisions for dealing with changes in costs due to regulatory changes

11. Representations and Warranties: Borrower's confirmations about its status and capacity

12. Information Undertakings: Borrower's obligations to provide information

13. General Undertakings: Borrower's general operational and financial commitments

14. Events of Default: Circumstances constituting default and consequences

15. Changes to Parties: Rules for assignments and transfers

16. Payment Mechanics: Administrative provisions for making payments

17. Notices: Rules for giving notices under the agreement

18. Calculations and Certificates: Rules about calculations and evidence

19. Governing Law and Enforcement: Choice of German law and jurisdiction provisions