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The Syndicated Facility Agreement is utilized when a borrower requires substantial financing that exceeds the capacity or risk appetite of a single lender. This document is particularly relevant in the Indian market where large-scale project financing and corporate lending often require syndicated structures. The agreement comprehensively covers facility terms, lender rights, borrower obligations, and regulatory compliance requirements under Indian law, including RBI guidelines and banking regulations. It is typically used for corporate borrowing, project finance, infrastructure development, or large-scale business expansions where multiple banks or financial institutions collaborate to provide the required funding. The document must address specific Indian legal considerations such as stamp duty requirements, enforcement mechanisms through Debt Recovery Tribunals, and compliance with foreign exchange regulations if international lenders are involved.

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

2. Background: Recitals explaining the purpose of the facility and basic transaction structure

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

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

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 of repayment

8. Prepayment and Cancellation: Voluntary and mandatory prepayment provisions and facility cancellation terms

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

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

11. Tax Gross Up and Indemnities: Tax provisions and related indemnities

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

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

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

15. Financial Covenants: Financial ratios and other financial requirements

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

17. Events of Default: Circumstances constituting default and consequences

18. Changes to Parties: Transfer and assignment provisions for lenders and borrower

19. Role of the Facility Agent: Facility agent's rights, duties, and responsibilities

20. Payment Mechanics: Procedures for making payments and handling currency conversions

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

22. Notices: Communication methods and requirements

23. Calculations and Certificates: Rules for calculations and evidential value of certificates

24. Partial Invalidity: Severability provisions

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

26. Amendments and Waivers: Procedures for modifying the agreement

27. Governing Law: Law governing the agreement

28. Enforcement: Jurisdiction and dispute resolution provisions