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Facilities Agreement for Saudi Arabia

Facilities Agreement Template for Saudi Arabia

A comprehensive financing document governed by Saudi Arabian law that establishes the terms and conditions for providing credit facilities while ensuring compliance with both Saudi regulations and Islamic (Shariah) principles. The agreement details the facility amount, profit rate, payment terms, conditions precedent, representations and warranties, covenants, and events of default. It incorporates specific Islamic financing structures such as Murabaha or Ijara to ensure Shariah compliance, while also addressing local regulatory requirements and enforcement mechanisms under Saudi law.

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What is a Facilities Agreement?

The Facilities Agreement is a fundamental document used in Saudi Arabian financing transactions to establish and govern credit arrangements between financial institutions and borrowers. It must be structured to comply with both Saudi Arabian law and Islamic (Shariah) principles, typically utilizing Islamic financing structures such as Murabaha, Ijara, or Wakala. The agreement covers essential elements including facility terms, profit calculations, security arrangements, representations, covenants, and events of default. It's particularly important in corporate financing, project finance, and general commercial lending scenarios where traditional interest-based lending is not permissible. The document needs to address specific Saudi Arabian regulatory requirements, including Saudi Arabian Monetary Authority (SAMA) regulations and the Banking Control Law, while ensuring enforceability under local courts and dispute resolution mechanisms.

What sections should be included in a Facilities Agreement?

1. Parties: Identification of the finance parties and the obligors

2. Background: Context of the facility and key commercial terms

3. Definitions and Interpretation: Defined terms, interpretation principles, and Shariah compliance declarations

4. The Facilities: Details of the facility types, purposes, and availability

5. Conditions Precedent: Documentation and conditions required before utilization

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

7. Profit Rate and Fees: Profit rate calculations, fees, and payment provisions (structured to be Shariah-compliant)

8. Payment Mechanics: Payment procedures, currencies, and set-off provisions

9. Islamic Structure: Specific Islamic finance structure being used (e.g., Murabaha, Ijara)

10. Representations and Warranties: Standard and transaction-specific representations

11. Information Undertakings: Reporting and information obligations

12. General Undertakings: Positive and negative covenants

13. Financial Covenants: Financial maintenance and testing requirements

14. Events of Default: Default triggers and consequences

15. Changes to Parties: Transfer and assignment provisions

16. Administration: Administrative and mechanical provisions

17. Governing Law and Enforcement: Saudi law as governing law and enforcement provisions

What sections are optional to include in a Facilities Agreement?

1. Security: Include when the facility is secured, detailing security package and enforcement

2. Guarantee: Include when there are guarantors providing guarantees

3. Agency Provisions: Include for syndicated facilities with an agent bank

4. Investment Agency Provisions: Include when using Wakala structure

5. Commodity Murabaha Provisions: Include when using Commodity Murabaha structure

6. Ijara Provisions: Include when using Ijara structure

7. Intercreditor Provisions: Include when multiple creditor classes exist

8. Account Bank Provisions: Include when specific account management is required

9. Purchase Undertaking: Include in Islamic structures requiring purchase undertakings

10. Service Agency Provisions: Include when assets require management under Islamic structures

What schedules should be included in a Facilities Agreement?

1. Conditions Precedent: Detailed list of required documents and conditions

2. Form of Utilization Request: Standard form for drawing requests

3. Form of Transfer Certificate: Template for transfers between lenders

4. Form of Compliance Certificate: Template for periodic compliance reporting

5. Security Documents: Forms of security documents and perfection requirements

6. Islamic Transaction Documents: Forms of Islamic structure documents (e.g., Murabaha contracts)

7. Profit Rate Calculations: Detailed profit rate calculation methodologies

8. Form of Accession Deed: Template for new parties joining the agreement

9. Financial Covenants Calculations: Detailed financial covenant calculation methodologies

10. Contact Details: Administrative and notice details for all parties

11. Existing Security: Details of any existing security arrangements

12. Form of Shariah Compliance Certificate: Template for periodic Shariah compliance confirmation

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Saudi Arabia

Publisher

Ƶ

Document Type

Agreement Contract

Cost

Free to use
Relevant legal definitions





















































































Clauses








































Relevant Industries

Banking & Financial Services

Real Estate & Construction

Manufacturing & Industrial

Energy & Resources

Healthcare

Technology

Telecommunications

Transportation & Logistics

Retail & Consumer Goods

Infrastructure

Agriculture

Hospitality & Tourism

Relevant Teams

Legal

Finance

Treasury

Compliance

Risk Management

Corporate Banking

Islamic Banking

Credit

Documentation

Operations

Business Development

Project Finance

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Legal Counsel

Corporate Lawyer

Compliance Officer

Risk Manager

Relationship Manager

Credit Officer

Investment Manager

Islamic Finance Specialist

Shariah Compliance Officer

Finance Manager

Corporate Banking Officer

Project Finance Manager

Transaction Manager

Documentation Manager

Industries










Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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