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Co Financing Agreement
"I need a Co-Financing Agreement for a AED 500 million real estate development project in Dubai, with both conventional and Islamic tranches, involving three local banks and two international financial institutions, to be completed by March 2025."
1. Parties: Identifies all participating financial institutions and the borrower(s)
2. Background: Sets out the context of the financing arrangement and purpose of the facility
3. Definitions and Interpretation: Defines key terms and establishes interpretation principles
4. The Facilities: Details the nature, amount, and purpose of the co-financing facilities
5. Conditions Precedent: Specifies conditions that must be satisfied before drawdown
6. Drawdown Procedures: Establishes the process and requirements for utilizing the facilities
7. Interest and Fees: Details the pricing structure, including interest rates, fees, and payment terms
8. Repayment Terms: Specifies repayment schedule and mechanisms
9. Security Structure: Describes security package and priorities among co-financiers
10. Representations and Warranties: Sets out statements of fact and assurances from the borrower
11. Covenants: Details positive and negative obligations of the borrower
12. Events of Default: Lists circumstances constituting default and consequences
13. Administration and Governance: Establishes decision-making processes and voting rights among co-financiers
14. Payments and Application of Proceeds: Details payment mechanics and distribution of proceeds
15. Boilerplate Provisions: Standard legal provisions including notices, amendments, governing law, etc.
1. Islamic Finance Provisions: Required when the facility needs to comply with Sharia principles
2. Intercreditor Provisions: Needed when there are multiple classes of creditors with different priorities
3. Agency Provisions: Required when appointing a facility agent or security agent
4. Syndication Provisions: Included when the facility may be syndicated to additional lenders
5. Step-In Rights: Needed for project finance transactions or complex commercial arrangements
6. Currency Provisions: Required for multi-currency facilities
7. Tax Provisions: Detailed tax provisions needed for cross-border transactions
8. Insurance Requirements: Detailed insurance provisions for asset-heavy transactions
1. Facility Details: Detailed breakdown of facility amounts, purposes, and lender commitments
2. Conditions Precedent Documents: List of required documents and conditions
3. Form of Drawdown Request: Standard form for requesting disbursements
4. Repayment Schedule: Detailed amortization schedule if applicable
5. Security Documents: List and copies of security documents
6. Financial Covenants: Detailed financial ratios and calculations
7. Form of Transfer Certificate: Standard form for transferring commitments
8. Contact Details: Contact information for all parties and authorized signatories
9. Fees Schedule: Detailed breakdown of all applicable fees
10. Form of Compliance Certificate: Standard form for periodic compliance reporting
Authors
Account Bank
Additional Lender
Affiliate
Agent
Applicable Law
Availability Period
Break Costs
Business Day
Commitment
Compliance Certificate
Conditions Precedent
Confidential Information
Default
Default Rate
Disruption Event
Drawdown
Drawdown Date
Drawdown Request
Event of Default
Facility
Facility Agent
Facility Agreement
Facility Office
Finance Documents
Finance Parties
Financial Indebtedness
Financial Statements
Financing Share
Governing Law
Group
Guarantee
Guarantor
Holding Company
Increased Costs
Information Memorandum
Insurance Proceeds
Interest Period
Interest Rate
Islamic Facility
Legal Reservation
Lenders
Loan
Majority Lenders
Margin
Material Adverse Effect
Obligor
Original Financial Statements
Original Jurisdiction
Original Lender
Outstanding Amount
Participating Bank
Party
Payment Date
Permitted Security
Principal Outstanding
Pro Rata Share
Qualifying Lender
Quotation Day
Reference Banks
Relevant Market
Repayment Date
Repayment Schedule
Repeating Representations
Replacement Lender
Representative
Security
Security Agent
Security Documents
Security Interest
Sharia Opinion
Subsidiary
Syndication
Tax
Total Commitments
Transfer Certificate
Transfer Date
Unpaid Sum
Utilization
VAT
Conditions Precedent
Representations and Warranties
Drawdown
Interest and Profit
Repayment
Prepayment
Security
Guarantee
Inter-creditor Rights
Islamic Finance Compliance
Agency Provisions
Payment Mechanics
Tax Provisions
Increased Costs
Market Disruption
Information Undertakings
Financial Covenants
General Undertakings
Events of Default
Changes to Parties
Payment Administration
Set-off
Costs and Expenses
Indemnities
Confidentiality
Notices
Calculations and Certificates
Partial Invalidity
Remedies and Waivers
Amendments and Waivers
Governing Law
Enforcement
Jurisdiction
Service of Process
Anti-Money Laundering
Sanctions Compliance
Assignment and Transfer
Force Majeure
Entire Agreement
Counterparts
Banking & Financial Services
Infrastructure & Construction
Real Estate Development
Energy & Utilities
Oil & Gas
Healthcare
Education
Telecommunications
Manufacturing
Transport & Logistics
Hospitality & Tourism
Commercial Real Estate
Legal
Finance
Treasury
Compliance
Risk Management
Corporate Finance
Credit
Islamic Banking
Project Finance
Syndications
Transaction Management
Chief Financial Officer
Finance Director
Treasury Manager
Legal Counsel
Compliance Officer
Risk Manager
Corporate Finance Manager
Investment Officer
Banking Relationship Manager
Credit Risk Officer
Islamic Finance Specialist
Project Finance Manager
Senior Loan Officer
Syndications Manager
Transaction Manager
Security Trustee
Facility Agent
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