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1. Parties: Identification of all parties to the agreement including the joint venture partners and the lender(s)
2. Background: Context of the joint venture and loan arrangement, including business purpose and objectives
3. Definitions: Definitions of key terms used throughout the agreement
4. Joint Venture Terms: Core terms of the joint venture including ownership structure, capital contributions, and profit sharing
5. Loan Terms: Essential loan provisions including principal amount, interest rate, repayment terms, and conditions precedent
6. Security and Collateral: Details of security arrangements and collateral provided for the loan
7. Representations and Warranties: Statements of fact and assurances from all parties
8. Covenants: Ongoing obligations of the parties, including financial covenants and operational requirements
9. Management and Control: Governance structure, voting rights, and decision-making processes
10. Events of Default: Circumstances constituting default and consequences
11. Remedies: Rights and remedies available to parties in case of default or breach
12. Term and Termination: Duration of the agreement and circumstances for termination
13. Miscellaneous Provisions: Standard boilerplate clauses including notices, amendments, governing law
1. Foreign Investment Provisions: Required when foreign investors are involved, addressing foreign ownership restrictions and compliance
2. Multiple Lender Provisions: Required for syndicated loans, including voting mechanisms and agent appointments
3. Intellectual Property Rights: Required when the joint venture involves significant IP assets or development
4. Environmental Compliance: Required for projects with environmental impact or regulations
5. Employee Matters: Required when the joint venture involves transfer or sharing of employees
6. Competition Compliance: Required when parties are competitors or in regulated industries
7. Force Majeure: Optional expanded provisions for specific risk events
8. Step-In Rights: Required when lenders need right to take control in specific circumstances
1. Schedule 1 - Capital Contributions: Detailed breakdown of each partner's capital contributions
2. Schedule 2 - Business Plan: Detailed business plan and financial projections
3. Schedule 3 - Loan Repayment Schedule: Detailed amortization schedule and payment terms
4. Schedule 4 - Security Details: Comprehensive list and description of all security and collateral
5. Schedule 5 - Corporate Authorizations: Copies of corporate approvals and authorizations
6. Schedule 6 - Key Personnel: List of key management positions and appointed personnel
7. Appendix A - Form of Promissory Note: Template for the promissory note to be issued
8. Appendix B - Form of Security Documents: Templates for security documentation
9. Appendix C - Compliance Certificates: Templates for ongoing compliance reporting
Infrastructure Development
Real Estate
Manufacturing
Energy and Resources
Technology
Telecommunications
Agriculture and Farming
Transportation
Healthcare
Tourism and Hospitality
Mining
Financial Services
Construction
Retail and Consumer Goods
Legal
Finance
Corporate Development
Risk Management
Compliance
Treasury
Business Development
Project Management
Corporate Secretariat
Investment
Operations
Commercial
Chief Executive Officer
Chief Financial Officer
General Counsel
Corporate Secretary
Finance Director
Investment Manager
Project Director
Senior Legal Counsel
Corporate Finance Manager
Risk Manager
Compliance Officer
Treasury Manager
Business Development Director
Joint Venture Manager
Commercial Director
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