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The Senior Facilities Agreement is a crucial document used in Qatar for significant corporate financing transactions, typically involving syndicated lending arrangements. It serves as the primary agreement governing the relationship between borrowers and lenders in senior debt facilities, establishing the hierarchy of debt, security arrangements, and repayment terms. The document must comply with Qatar's civil law system while potentially incorporating Shariah-compliant structures when required. It includes detailed provisions on facility usage, repayment mechanisms, security enforcement, and lender protections, all tailored to Qatar's legal and regulatory framework. The agreement is particularly important for large-scale financing in sectors such as real estate development, infrastructure projects, and corporate expansions, where substantial senior debt funding is required with multiple lenders involved.

1. Parties: Identification of the borrower(s), lender(s), facility agent, security agent and other finance parties

2. Background: Context of the facility, including purpose and basic commercial terms

3. Definitions and Interpretation: Comprehensive definitions section and interpretation rules, including Qatar law-specific terms

4. The Facilities: Detailed terms of each facility, including amounts, purpose, and availability

5. Conditions Precedent: Conditions required before utilization, including Qatar-specific requirements

6. Utilization: Process and requirements for drawing down the facilities

7. Repayment: Terms of repayment including scheduled amortization

8. Prepayment and Cancellation: Voluntary and mandatory prepayment events and cancellation rights

9. Interest: Interest calculation, periods, and payment provisions

10. Fees: All fee provisions including arrangement, commitment, and agency fees

11. Tax Gross Up and Indemnities: Tax provisions specific to Qatar and related indemnities

12. Increased Costs: Provisions for dealing with changes in law or regulation affecting lenders' costs

13. Representations and Warranties: Borrower representations, including Qatar law-specific confirmations

14. Information Undertakings: Financial and other information obligations of the borrower

15. Financial Covenants: Financial ratios and other financial requirements

16. General Undertakings: Positive and negative covenants, including Qatar law compliance

17. Events of Default: Default triggers and consequences

18. Changes to Parties: Transfer and assignment provisions, considering Qatar law restrictions

19. Role of Administrative Parties: Rights and obligations of facility agent and other administrative parties

20. Payment Mechanics: Payment provisions, business days, and currency calculations

21. Set-off: Set-off rights subject to Qatar law requirements

22. Notices: Communication requirements and methods

23. Calculations and Certificates: Basis of calculations and form of certificates

24. Enforcement: Enforcement provisions compliant with Qatar law

25. Governing Law and Jurisdiction: Qatar law as governing law and jurisdiction provisions