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Facility Agreement Template
I need a UAE Facility Agreement Template for a conventional term loan facility of AED 50 million to be used for construction of a commercial property, with quarterly repayments over 5 years starting March 2025, including standard security package and personal guarantees from shareholders.
1. Parties: Identification of the lender(s), borrower(s), and any guarantors or security providers
2. Background: Context of the facility and brief description of the transaction
3. Definitions and Interpretation: Comprehensive definitions of terms used and interpretation rules
4. The Facility: Details of the facility amount, purpose, and availability
5. Conditions Precedent: Conditions to be satisfied before drawdown
6. Utilisation: Process and requirements for drawing down the facility
7. Repayment and Prepayment: Terms for scheduled repayments and voluntary/mandatory prepayments
8. Interest: Interest calculation, periods, and payment provisions
9. Fees: All applicable fees including arrangement, commitment, and other fees
10. Tax Provisions: Tax gross-up, indemnities, and VAT treatment
11. Increased Costs and Illegality: Provisions for dealing with changes affecting the lender's cost of funding
12. Representations and Warranties: Borrower's confirmations regarding its status and capacity
13. Information Undertakings: Obligations to provide financial and other information
14. General Undertakings: Positive and negative covenants of the borrower
15. Financial Covenants: Financial ratios and other numerical obligations
16. Events of Default: Circumstances allowing the lender to cancel the facility and demand repayment
17. Changes to Parties: Transfer and assignment provisions
18. Administration: Payment mechanics, calculations, and notices
19. Governing Law and Enforcement: Choice of UAE law and jurisdiction provisions
1. Security: Required if the facility is secured - details of security package and enforcement
2. Guarantee: Required if there are guarantors - terms of guarantee and indemnity
3. Sharia Compliance: Required for Islamic facilities - provisions ensuring Sharia compliance
4. Syndication Provisions: Required for syndicated facilities - provisions governing lender relationships
5. Multiple Currencies: Required for multi-currency facilities - currency conversion and availability
6. Accordion Feature: Optional provision allowing increase in facility amount
7. Letter of Credit Facility: Required if facility includes issuance of LCs
8. Agency Provisions: Required for syndicated facilities - facility agent's role and responsibilities
1. Schedule 1 - Conditions Precedent: Detailed list of required CP documents
2. Schedule 2 - Utilisation Request: Form of drawdown notice
3. Schedule 3 - Repayment Schedule: If term facility, schedule of repayment dates and amounts
4. Schedule 4 - Form of Transfer Certificate: Template for transferring commitments between lenders
5. Schedule 5 - Form of Compliance Certificate: Template for financial covenant compliance reporting
6. Schedule 6 - Existing Security: List of permitted existing security (if applicable)
7. Schedule 7 - Form of Accession Deed: Template for additional borrowers/guarantors joining
8. Schedule 8 - Form of Resignation Letter: Template for resignation of borrowers/guarantors
9. Schedule 9 - Form of Commitment Increase Notice: Template for accordion feature implementation
10. Schedule 10 - Timetables: Operational deadlines for various actions under the facility
Authors
Account Bank
Additional Cost Rate
Affiliate
Availability Period
Available Commitment
Available Facility
Base Rate
Break Costs
Business Day
Central Bank
Commitment
Compliance Certificate
Confidential Information
Default
Default Rate
Delegate
Disruption Event
EIBOR
Event of Default
Facility
Facility Office
Fee Letter
Finance Document
Finance Party
Financial Indebtedness
Financial Statements
Group
Guarantee
Holding Company
Interest Payment Date
Interest Period
Legal Reservation
Lender
Loan
Margin
Material Adverse Effect
Month
Notice of Drawdown
Obligor
Original Financial Statements
Party
Permitted Security
Potential Event of Default
Quotation Day
Reference Banks
Repeating Representations
Representative
Security
Security Document
Security Provider
Subsidiary
Tax
Total Commitments
Transfer Certificate
UAE
UAE Dirham
Unpaid Sum
Utilisation
Utilisation Date
Utilisation Request
VAT
Facility Terms
Purpose
Conditions Precedent
Utilisation
Repayment
Prepayment
Interest
Interest Periods
Fees
Tax Gross Up
Increased Costs
Representations
Information Covenants
Financial Covenants
General Undertakings
Events of Default
Security
Guarantee
Set-off
Payment Mechanics
Currency Provisions
Assignment
Amendments
Confidentiality
Notices
Calculations
Severability
Counterparts
Governing Law
Enforcement
Process Agent
Waiver
Indemnities
Costs and Expenses
Entire Agreement
Force Majeure
Banking
Financial Services
Real Estate
Construction
Manufacturing
Trading
Retail
Healthcare
Education
Infrastructure
Energy
Technology
Transportation
Hospitality
Industrial
Legal
Finance
Treasury
Compliance
Risk Management
Corporate Banking
Credit
Operations
Islamic Banking
Transaction Management
Chief Financial Officer
Finance Director
Treasury Manager
Legal Counsel
Compliance Officer
Risk Manager
Credit Manager
Relationship Manager
Corporate Banking Manager
Islamic Banking Specialist
Transaction Manager
Finance Manager
Investment Officer
Corporate Lawyer
Banking Operations Manager
Credit Analyst
Financial Controller
Head of Corporate Banking
Chief Legal Officer
Head of Credit
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