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Project Finance Agreement Template for Ireland

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Key Requirements PROMPT example:

Project Finance Agreement

"I need a Project Finance Agreement for a €150 million renewable energy project in County Cork, Ireland, with three international lenders and specific provisions for wind farm construction and operation to be completed by March 2025."

Document background
The Project Finance Agreement is a sophisticated financing instrument used when significant capital is required for large-scale projects where the financing is primarily secured by the project's assets and cash flows rather than the sponsors' balance sheets. This agreement, governed by Irish law, serves as the primary document establishing the relationship between lenders and the project company (typically an SPV), detailing all aspects of the financing arrangement including facility terms, security package, drawdown mechanics, and project oversight requirements. It incorporates specific Irish legal and regulatory requirements, including compliance with the Companies Act 2014 and relevant EU regulations, making it suitable for both domestic Irish projects and international projects choosing Irish law as their governing law. The document is particularly crucial in structured finance transactions where risk allocation and security arrangements need to be carefully documented.
Suggested Sections

1. Parties: Identification of all parties to the agreement including lenders, borrowers, sponsors, and any guarantors

2. Background: Context of the project and purpose of the financing arrangement

3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and rules of interpretation

4. Facility and Purpose: Details of the loan facility, amounts, and permitted uses of the funds

5. Conditions Precedent: Conditions that must be satisfied before drawdown of the facility

6. Drawdown Mechanics: Procedures and requirements for requesting and receiving loan disbursements

7. Repayment and Prepayment: Terms for scheduled repayments and voluntary/mandatory prepayment provisions

8. Interest and Fees: Interest calculation, payment periods, and all applicable fees

9. Security: Details of security package and ranking of security interests

10. Representations and Warranties: Statements of fact and assurances given by the borrower and other relevant parties

11. Covenants: Positive, negative, and financial covenants applicable to the borrower and project

12. Project Documents: Requirements and obligations relating to key project contracts and documents

13. Events of Default: Circumstances constituting default and consequences thereof

14. Changes to Parties: Provisions regarding transfers, assignments, and changes to lenders or borrower

15. Administration: Administrative provisions including notices, calculations, and payment mechanics

16. Governing Law and Jurisdiction: Choice of law and jurisdiction for dispute resolution

Optional Sections

1. Intercreditor Provisions: Required when multiple lenders or classes of debt are involved, establishing priority and voting rights

2. Insurance: Detailed insurance requirements section needed for projects with significant insurance components

3. Environmental and Social Requirements: Required for projects with significant environmental or social impact considerations

4. Special Purpose Vehicle Provisions: Additional provisions when the borrower is an SPV created specifically for the project

5. Step-in Rights: Required when lenders need rights to take control of the project in certain circumstances

6. Political Risk Provisions: Needed for projects in politically sensitive areas or with significant government involvement

7. Construction Phase Provisions: Required for projects involving significant construction components

8. Operation Phase Provisions: Specific provisions for the operational phase of the project

Suggested Schedules

1. Schedule 1 - Conditions Precedent: Detailed list of all required conditions precedent documents and requirements

2. Schedule 2 - Form of Drawdown Request: Template for drawdown requests and required supporting documentation

3. Schedule 3 - Repayment Schedule: Detailed amortization schedule and repayment dates

4. Schedule 4 - Project Documents: List and copies of all relevant project documents and contracts

5. Schedule 5 - Security Documents: List and copies of all security documents and perfection requirements

6. Schedule 6 - Financial Covenants and Calculations: Detailed financial ratios, calculations and reporting requirements

7. Schedule 7 - Form of Compliance Certificate: Template for periodic compliance certification

8. Schedule 8 - Technical Description of Project: Detailed technical specifications and requirements for the project

9. Schedule 9 - Insurance Requirements: Detailed insurance requirements and minimum coverage levels

10. Schedule 10 - Forms of Transfer Certificates: Templates for transfer and assignment documentation

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions





































































































Clauses
















































Relevant Industries

Infrastructure

Energy and Utilities

Renewable Energy

Real Estate Development

Transportation

Healthcare

Industrial and Manufacturing

Mining and Natural Resources

Telecommunications

Waste Management

Port and Airport Development

Agricultural Projects

Relevant Teams

Legal

Finance

Treasury

Risk Management

Compliance

Corporate Development

Project Management

Operations

Commercial

Credit

Investment Banking

Due Diligence

Technical Advisory

Environmental Advisory

Relevant Roles

Chief Financial Officer

Finance Director

Project Finance Manager

Legal Counsel

Corporate Lawyer

Project Manager

Risk Manager

Investment Director

Treasury Manager

Commercial Director

Compliance Officer

Financial Controller

Corporate Finance Manager

Business Development Director

Operations Director

Industries










Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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