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Project Financing Agreement
"I need a Project Financing Agreement for a $150M solar power plant in Lagos State, Nigeria, to be financed by a consortium of international development banks, with anticipated financial close by March 2025 and including specific provisions for renewable energy requirements and local content compliance."
1. Parties: Identification of all parties to the agreement including lenders, borrowers, sponsors, and security trustees
2. Background: Context of the project financing, including project description and financing purpose
3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and rules of interpretation
4. The Facility: Details of the loan facility including amount, purpose, and availability period
5. Conditions Precedent: Conditions that must be satisfied before drawdown of the facility
6. Drawdown Procedures: Process and requirements for requesting and making drawdowns
7. Repayment and Prepayment: Terms for scheduled repayments and voluntary/mandatory prepayments
8. Interest and Fees: Interest calculation, payment periods, default interest, and all applicable fees
9. Security: Security package details and enforcement mechanisms
10. Representations and Warranties: Statements of fact and assurances given by the borrower/sponsor
11. Covenants: Positive and negative undertakings by the borrower/sponsor
12. Project Undertakings: Specific commitments relating to project construction, operation and maintenance
13. Events of Default: Circumstances constituting default and consequences
14. Changes to Parties: Provisions for transfer, assignment, and syndication
15. Administration: Administrative provisions including notices and calculations
16. Governing Law and Jurisdiction: Choice of Nigerian law and jurisdiction provisions
17. Execution: Signature blocks and execution formalities
1. Intercreditor Provisions: Required when multiple lenders or classes of debt are involved, establishing priority and voting rights
2. Political Risk Insurance: Included when political risk insurance is part of the security package
3. Environmental and Social Requirements: Detailed section required for projects with significant environmental or social impacts
4. Islamic Finance Provisions: Required when Islamic finance facilities are part of the financing structure
5. Local Content Requirements: Detailed section needed for projects in sectors with specific Nigerian local content requirements
6. Government Support: Include when government guarantees or support agreements are part of the structure
7. Export Credit Agency Provisions: Required when export credit agencies are involved in the financing
8. Step-in Rights: Detailed provisions required for projects where lender step-in rights are critical
9. Currency Provisions: Extended provisions needed when multiple currencies are involved
1. Project Description: Detailed technical description of the project
2. Form of Drawdown Request: Standard form for drawdown requests
3. Repayment Schedule: Detailed amortization schedule
4. Security Documents: Forms of security documents and security perfection requirements
5. Conditions Precedent Documents: List of required conditions precedent documents
6. Financial Covenants: Detailed financial ratios and calculations
7. Project Documents: List and copies of key project documents
8. Insurance Requirements: Detailed insurance requirements and specifications
9. Form of Transfer Certificate: Standard form for transfer of loan participations
10. Financial Model: Agreed base case financial model
11. Environmental and Social Management Plan: Detailed environmental and social requirements and monitoring plan
12. Construction Schedule: Detailed construction milestones and timeline
Authors
Infrastructure
Power and Energy
Oil and Gas
Transportation
Telecommunications
Real Estate Development
Mining
Manufacturing
Agriculture and Agribusiness
Healthcare
Education
Water and Waste Management
Legal
Finance
Treasury
Risk Management
Compliance
Project Development
Commercial
Credit
Operations
Corporate Finance
Investment Banking
Project Management Office
Technical Services
Chief Financial Officer
Finance Director
Project Finance Manager
Legal Counsel
Project Director
Risk Manager
Treasury Manager
Compliance Officer
Commercial Director
Investment Officer
Senior Banker
Project Development Manager
Infrastructure Finance Specialist
Credit Risk Officer
Corporate Finance Manager
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