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The Loan Origination Agreement serves as the primary documentation for lending transactions in Nigeria, establishing the legal framework for financial institutions to extend credit to borrowers. This document is essential for any lending activity in Nigeria, whether for corporate financing, project development, or business expansion. The agreement must comply with Nigerian banking regulations, including BOFIA 2020, Central Bank of Nigeria directives, and anti-money laundering requirements. It typically includes comprehensive details about the loan facility, security arrangements, conditions precedent, representations and warranties, covenants, and events of default. The document is crucial for protecting both lender and borrower interests while ensuring regulatory compliance in the Nigerian financial sector.

1. Parties: Identifies and defines the Lender, Borrower, and any other relevant parties to the agreement

2. Background: Sets out the context of the loan arrangement and the parties' intention to enter into the agreement

3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules

4. Loan Amount and Purpose: Specifies the principal amount of the loan and its intended use

5. Interest Rate and Calculations: Details the applicable interest rate, calculation method, and payment periods

6. Drawdown Conditions: Specifies the conditions precedent that must be satisfied before the loan can be drawn

7. Repayment Terms: Outlines the repayment schedule, methods, and obligations

8. Representations and Warranties: Contains statements of fact and assurances from the borrower

9. Borrower Covenants: Sets out positive and negative obligations of the borrower during the loan term

10. Events of Default: Lists circumstances that constitute default and the consequences thereof

11. Security: Describes the security arrangements for the loan

12. Fees and Expenses: Details all fees, charges, and costs associated with the loan

13. Notices: Specifies how formal communications between parties should be made

14. Assignment and Transfer: Governs the ability to transfer rights and obligations under the agreement

15. Governing Law and Jurisdiction: Specifies Nigerian law as governing law and establishes jurisdiction for disputes

16. Boilerplate Provisions: Standard contractual provisions including severability, entire agreement, and amendments