A Commercial Loan Term Sheet is a critical preliminary document used in the Philippine lending market to establish the fundamental terms and conditions of a proposed commercial loan facility. It serves as a roadmap for the transaction, typically issued after initial credit approval but before detailed documentation begins. The term sheet captures essential commercial terms, conditions precedent, key covenants, and security requirements, all while adhering to Philippine banking regulations and market practice. This document is particularly important in the Philippine context where lending relationships often involve multiple stages of approval and documentation. While generally non-binding (except for specific provisions like confidentiality), the Commercial Loan Term Sheet forms the basis for preparing the full loan documentation and helps ensure all parties have a clear understanding of the proposed transaction structure before proceeding with detailed documentation and due diligence.
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1. Parties: Identification of the Lender and Borrower, including full legal names and addresses
2. Background: Brief context of the proposed loan transaction and purpose
3. Definitions: Key terms used throughout the term sheet
4. Facility Type and Amount: Type of loan facility and total amount being offered
5. Purpose: Specified use of the loan proceeds
6. Interest Rate and Fees: Interest rate structure, arrangement fees, commitment fees, and other applicable charges
7. Tenor and Repayment: Loan duration and repayment schedule
8. Security and Collateral: Required security arrangements and collateral
9. Conditions Precedent: Conditions that must be satisfied before loan disbursement
10. Representations and Warranties: Basic statements of fact that the borrower must confirm
11. Key Covenants: Essential financial and operational commitments of the borrower
12. Events of Default: Key circumstances that would trigger default
13. Governing Law: Specification of Philippine law as governing law
14. Binding Effect: Statement on whether the term sheet is binding or non-binding
15. Validity Period: Period for which the term sheet offer remains valid
1. Hedging Requirements: Include when the loan involves foreign currency or interest rate hedging requirements
2. Insurance Requirements: Include when specific insurance coverage is required beyond standard requirements
3. Security Sharing: Include when there are multiple lenders or existing security arrangements
4. Step-In Rights: Include for project finance or large corporate loans where lender step-in rights may be required
5. Corporate Guarantees: Include when parent company or third-party guarantees are required
6. Intercreditor Provisions: Include when there are multiple lenders or facilities
7. Material Adverse Change: Include for complex transactions requiring specific MAC definitions
8. Assignment and Transfer: Include when the loan may be syndicated or transferred
1. Indicative Repayment Schedule: Preliminary amortization schedule showing principal and interest payments
2. Fee Schedule: Detailed breakdown of all applicable fees and charges
3. Required Documents Checklist: List of documents required for conditions precedent
4. Proposed Security Package Details: Detailed description of proposed collateral and security arrangements
5. Financial Covenants Calculation: Template or methodology for calculating financial covenants
Relevant legal definitions
Clauses
Relevant Industries
Banking & Financial Services
Real Estate & Construction
Manufacturing & Industrial
Agriculture & Agribusiness
Infrastructure & Utilities
Retail & Commerce
Technology & Telecommunications
Healthcare & Pharmaceuticals
Energy & Resources
Transportation & Logistics
Hospitality & Tourism
Education
Relevant Teams
Legal
Finance
Treasury
Corporate Banking
Risk Management
Compliance
Credit Analysis
Corporate Finance
Operations
Documentation
Relevant Roles
Chief Financial Officer
Finance Director
Treasury Manager
Corporate Banking Officer
Relationship Manager
Credit Risk Officer
Legal Counsel
Loan Officer
Corporate Finance Manager
Financial Controller
Credit Analyst
Compliance Officer
Transaction Manager
Banking Executive
Financial Planning Manager
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