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1. Parties: Identification of the Lender and Borrower with complete legal names and addresses
2. Background: Context of the loan agreement and brief description of the transaction structure
3. Definitions and Interpretation: Key terms used throughout the agreement, including specific Philippine law references
4. The Facility: Loan amount, purpose, and explicit statement of non-recourse nature
5. Conditions Precedent: Requirements to be met before loan disbursement
6. Collateral: Detailed description of the specific assets securing the loan
7. Representations and Warranties: Borrower's statements regarding legal status, authority, and collateral ownership
8. Covenants: Ongoing obligations regarding collateral maintenance and reporting
9. Events of Default: Circumstances constituting default and limited recourse remedies
10. Enforcement: Process for enforcing security interest in collateral upon default
11. Payments: Payment terms, interest calculations, and payment mechanics
12. Costs and Expenses: Allocation of transaction costs and enforcement expenses
13. Notices: Communication procedures between parties
14. Governing Law and Jurisdiction: Philippine law as governing law and jurisdiction provisions
15. Boilerplate Provisions: Standard contract provisions adapted to Philippine law requirements
1. Security Trustee Provisions: Required when multiple lenders are involved, establishing security trustee role and responsibilities
2. Intercreditor Provisions: Needed for multiple lenders to establish priority and enforcement rights
3. SPV Provisions: Special provisions when the borrower is a special purpose vehicle
4. Insurance: Detailed insurance requirements when collateral requires specific insurance coverage
5. Environmental Matters: Required for real estate collateral to address environmental risks and compliance
6. Multiple Disbursement Conditions: When loan is to be disbursed in multiple tranches
7. Regulatory Compliance: Additional sections required for regulated borrowers or specific industries
8. Tax Provisions: Detailed tax provisions when transaction has specific tax implications or structures
1. Schedule 1 - Collateral Description: Detailed technical description of the collateral assets
2. Schedule 2 - Form of Drawdown Notice: Standard form for requesting loan disbursement
3. Schedule 3 - Conditions Precedent Documents: List of required documents for loan disbursement
4. Schedule 4 - Repayment Schedule: Detailed payment amounts and dates
5. Schedule 5 - Form of Security Documents: Forms of mortgages, pledges, or other security documents
6. Schedule 6 - Disclosure Statement: Truth in Lending Act disclosures
7. Schedule 7 - Insurance Requirements: Detailed insurance requirements for the collateral
8. Appendix A - Calculation of Interest: Detailed methodology for interest calculations
9. Appendix B - Form of Compliance Certificate: Standard form for periodic compliance reporting
Banking and Finance
Real Estate Development
Infrastructure
Energy and Power
Mining
Construction
Manufacturing
Transportation
Telecommunications
Shipping and Maritime
Legal
Finance
Risk Management
Credit
Compliance
Treasury
Project Finance
Real Estate Finance
Investment Banking
Portfolio Management
Chief Financial Officer
Finance Director
Legal Counsel
Corporate Lawyer
Risk Manager
Credit Officer
Project Finance Manager
Real Estate Finance Manager
Treasury Manager
Compliance Officer
Investment Officer
Asset Manager
Portfolio Manager
Loan Officer
Transaction Manager
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