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Senior Facilities Agreement
"Need a Senior Facilities Agreement governed by Singapore law for a SGD 500 million syndicated loan to a technology company, with multiple tranches and incorporating green loan principles, to be signed by March 2025."
1. Parties: Identification of all parties to the agreement including Borrower(s), Lender(s), Facility Agent, Security Agent, and other finance parties
2. Background/Recitals: Context of the facility, purpose of the loan, and basic transaction structure
3. Definitions and Interpretation: Comprehensive definitions of terms used tHRoughout the agreement and interpretation rules
4. The Facilities: Details of facility types, amounts, purpose, and availability periods
5. Conditions Precedent: Conditions that must be satisfied before drawdown
6. Drawdown: Process and requirements for utilization of the facilities
7. Repayment: Repayment schedule, prepayment provisions, and maNDAtory prepayment events
8. Interest: Interest calculation, periods, payment dates, and default interest
9. Fees: All applicable fees including arrangement, commitment, and agency fees
10. Tax Gross Up and Indemnities: Tax provisions and related indemnities
11. Representations and Warranties: Standard representations and warranties given by the borrower
12. Information Undertakings: Financial and other information to be provided by the borrower
13. Financial Covenants: Financial ratios and tests to be maintained
14. General Undertakings: Positive and negative covenants
15. Events of Default: Circumstances constituting default and consequences
16. Changes to Parties: Transfer and assignment provisions
17. Administration: Role of agents and administrative provisions
18. Governing Law and Jurisdiction: Choice of law and dispute resolution provisions
1. Security: Security package details - include when the facility is secured
2. Guarantee: Guarantee provisions - include when guarantors are involved
3. Increased Costs: Provisions for changes in law or regulations affecting lenders' costs - typically included for longer-term facilities
4. Market Disruption: Provisions dealing with market disruption events - include for LIBOR/SOFR based facilities
1. Schedule 1 - Original Parties: List of original lenders, borrowers, and guarantors
2. Schedule 2 - Conditions Precedent: Detailed list of required conditions precedent documents
3. Schedule 3 - Requests and Notices: Forms of utilization request and other notices
4. Schedule 4 - Form of Transfer Certificate: Standard form for transfers between lenders
5. Schedule 5 - Form of Compliance Certificate: Template for periodic compliance certification
6. Schedule 6 - Timetables: Timing requirements for various actions under the facility
7. Schedule 7 - Financial Covenants: Detailed financial covenant calculations
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