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Project Finance Agreement
"I need a Project Finance Agreement for a renewable energy project in Dubai, UAE, with both conventional and Islamic finance tranches, total facility amount of AED 2.5 billion, to be signed by March 2025, with specific provisions for green financing requirements."
1. Parties: Identification of all parties to the agreement including lenders, borrowers, sponsors, and any guarantors
2. Background: Context of the project and financing arrangement, including project overview and purpose of the facility
3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and rules of interpretation
4. Facility and Purpose: Details of the financing facility, amounts, tranches, and permitted uses of the funds
5. Conditions Precedent: Prerequisites that must be satisfied before drawdown of the facility
6. Drawdown Procedures: Process and requirements for requesting and receiving disbursements
7. Repayment Terms: Schedule and mechanisms for repayment of the facility
8. Interest and Fees: Interest calculation, payment periods, and all applicable fees
9. Security Structure: Overview of security package and ranking of security interests
10. Representations and Warranties: Statements of fact and assurances given by the borrower and other relevant parties
11. Covenants: Positive and negative obligations of the borrower and other parties
12. Project Undertakings: Specific commitments relating to project implementation and operation
13. Events of Default: Circumstances constituting default and consequences thereof
14. Assignment and Transfer: Provisions governing transfer of rights and obligations under the agreement
15. Governing Law and Jurisdiction: Choice of UAE law and jurisdiction provisions
16. Notices: Communication procedures between parties
17. Miscellaneous: Standard boilerplate provisions including amendments, waivers, and severability
1. Islamic Finance Provisions: Required when the financing includes Islamic facilities, detailing Sharia-compliant structures
2. Government Support: Include when project benefits from government guarantees or support
3. Political Risk Protection: Relevant for projects with significant political risk exposure
4. Environmental and Social Requirements: Detailed section required for projects with significant environmental impact
5. Export Credit Agency Provisions: Include when ECA financing is part of the structure
6. Intercreditor Provisions: Required when multiple classes of creditors are involved
7. Currency and Hedging Requirements: Include for projects with significant foreign exchange exposure
8. Insurance Requirements: Detailed section needed for projects with complex insurance requirements
1. Project Description: Detailed technical description of the project
2. Financial Model: Base case financial projections and assumptions
3. Drawdown Schedule: Projected timeline for facility disbursements
4. Repayment Schedule: Detailed amortization schedule
5. Form of Drawdown Request: Template for drawdown notices
6. Form of Security Documents: Templates for various security agreements
7. Required Insurance: Detailed insurance requirements and specifications
8. Project Documents: List and copies of material project contracts
9. Technical Specifications: Detailed technical requirements for the project
10. Environmental and Social Action Plan: Required environmental and social compliance measures
11. Form of Progress Reports: Templates for construction and operation reports
12. Security Perfection Requirements: Detailed requirements for perfecting security interests under UAE law
Authors
Accounting Principles
Additional Cost
Affiliate
Agreement
Applicable Law
Approved Contractor
Assignment Agreement
Authorisation
Availability Period
Available Commitment
Available Facility
Base Case Model
Borrower
Break Costs
Business Day
Calculation Date
Change of Control
Commitment
Completion Date
Compliance Certificate
Conditions Precedent
Confidential Information
Construction Contract
Construction Period
Default
Default Interest
Definitions
Development Costs
Disruption Event
Distribution
Drawdown
Drawdown Date
Drawdown Notice
Environment
Environmental Claim
Environmental Law
Environmental Permit
Event of Default
Facility
Facility Agent
Facility Office
Fee Letter
Final Maturity Date
Finance Document
Finance Parties
Financial Close
Financial Indebtedness
Financial Model
Financial Statements
Financing Costs
Force Majeure
Good Industry Practice
Governmental Authority
Guarantee
Guarantor
Hedging Agreement
Holding Company
IFRS
Increased Costs
Independent Engineer
Information Memorandum
Insurance
Insurance Proceeds
Intellectual Property
Interest Payment Date
Interest Period
Lender
Letter of Credit
LIBOR
Loan
Majority Lenders
Major Project Party
Margin
Material Adverse Effect
Material Project Documents
O&M Agreement
Obligor
Operating Budget
Operating Costs
Original Financial Statements
Payment Date
Permitted Disposal
Permitted Distribution
Permitted Financial Indebtedness
Permitted Security
Project
Project Accounts
Project Assets
Project Company
Project Costs
Project Documents
Project Site
Quotation Day
Reference Banks
Repayment Date
Repayment Installment
Repeating Representations
Replacement Lender
Required Insurance
Reserve Accounts
Security
Security Agent
Security Documents
Security Interest
Shareholder
Shareholders Agreement
Sponsor
Subsidiary
Tax
Technical Advisor
Technical Description
Term
Transaction Documents
Transfer Certificate
UAE
UAE Dirham
Unpaid Sum
Drawdown
Repayment
Interest and Fees
Security
Representations and Warranties
Information Undertakings
Financial Covenants
General Undertakings
Project Undertakings
Technical Requirements
Environmental and Social Requirements
Insurance
Events of Default
Acceleration
Changes to Parties
Payment Mechanics
Set-off
Notices
Calculations and Certificates
Partial Invalidity
Remedies and Waivers
Amendments and Waivers
Confidentiality
Counterparts
Governing Law
Enforcement
Jurisdiction
Service of Process
Dispute Resolution
Force Majeure
Assignment and Transfer
Conditions Precedent
Cost and Expenses
Indemnities
Tax Provisions
Increased Costs
Mitigation
Compliance with Laws
Anti-corruption
Sanctions
Account Management
Distribution of Proceeds
Islamic Finance Provisions
Construction Requirements
Operation and Maintenance
Project Completion
Change of Control
Termination
Step-in Rights
Security Sharing
Intercreditor Provisions
Infrastructure
Energy
Oil & Gas
Renewable Energy
Power Generation
Transportation
Healthcare
Real Estate Development
Industrial Development
Telecommunications
Water and Waste Management
Mining
Petrochemicals
Legal
Finance
Treasury
Project Management
Risk Management
Compliance
Corporate Finance
Investment Banking
Business Development
Operations
Strategy
Credit
Technical Advisory
Chief Financial Officer
Finance Director
Project Finance Manager
Legal Counsel
General Counsel
Project Director
Investment Manager
Risk Manager
Compliance Officer
Treasury Manager
Project Manager
Business Development Director
Corporate Finance Manager
Senior Banker
Investment Officer
Chief Legal Officer
Transaction Manager
Financial Controller
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