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Co Financing Agreement
"I need a Co-Financing Agreement under German law for a €200 million renewable energy project, where three international banks will jointly finance the construction of a wind farm, with disbursement scheduled to begin in March 2025."
1. Parties: Identification of all parties to the agreement, including all co-financiers and the recipient
2. Background: Context of the financing arrangement, purpose of the project, and general intent of the parties
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Purpose and Scope: Detailed description of the project or venture being financed and scope of the co-financing arrangement
5. Financing Structure: Overview of the total financing amount, contribution of each co-financier, and financing terms
6. Conditions Precedent: Conditions that must be satisfied before the financing becomes effective
7. Disbursement Procedures: Mechanics and procedures for disbursement of funds
8. Repayment Terms: Terms and conditions for repayment of the financing
9. Interest and Fees: Interest rates, calculation methods, and applicable fees
10. Ranking and Security: Priority ranking of different financiers and security arrangements
11. Representations and Warranties: Statements of fact and assurances given by the parties
12. Covenants: Positive and negative obligations of the parties
13. Monitoring and Reporting: Requirements for project monitoring and financial reporting
14. Events of Default: Circumstances constituting default and consequences
15. Remedies: Available remedies in case of default or breach
16. Decision Making: Procedures for decision-making among co-financiers
17. Administration: Administrative arrangements and roles of parties
18. Confidentiality: Provisions regarding confidential information
19. Governing Law and Jurisdiction: Choice of law and jurisdiction for dispute resolution
20. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability
1. Agent Provisions: Required when a facility agent is appointed to manage the co-financing arrangement
2. Public Sector Requirements: Needed when public sector funding is involved, including specific compliance requirements
3. Intercreditor Provisions: Detailed provisions governing the relationship between creditors, required for complex multi-lender structures
4. Environmental and Social Requirements: Required for projects with significant environmental or social impact
5. Currency Provisions: Needed for cross-border financing involving multiple currencies
6. Tax Provisions: Detailed tax-related provisions required for cross-border financing or specific tax structures
7. Step-In Rights: Required when certain co-financiers need the right to take control under specific circumstances
8. Insurance Requirements: Detailed insurance provisions for projects requiring specific insurance coverage
1. Schedule 1 - Project Description: Detailed description of the project being financed
2. Schedule 2 - Payment Schedule: Detailed disbursement and repayment schedules
3. Schedule 3 - Conditions Precedent Documents: List of required documents and conditions to be satisfied
4. Schedule 4 - Form of Disbursement Request: Template for requesting disbursements
5. Schedule 5 - Security Documents: List and copies of security documents
6. Schedule 6 - Reporting Requirements: Templates and requirements for periodic reporting
7. Schedule 7 - Financial Covenants: Detailed financial covenants and calculation methodologies
8. Schedule 8 - Contact Details: Contact information for all parties and authorized representatives
9. Appendix A - Financial Model: Detailed financial projections and assumptions
10. Appendix B - Technical Specifications: Technical details of the project or venture
Authors
Account Bank
Additional Financier
Advance
Affiliate
Agent
Applicable Law
Authorisation
Available Commitment
Banking Day
Borrower
Break Costs
Business Day
Charge
Co-Financier
Commitment
Compliance Certificate
Confidential Information
Default
Default Interest
Disbursement
Disbursement Date
Disbursement Request
Effective Date
Enforcement Action
Environmental Laws
Event of Default
Facility
Facility Agent
Finance Documents
Financial Indebtedness
Financial Statements
Financing Share
German GAAP
Guarantee
Guarantor
Interest Payment Date
Interest Period
Interest Rate
Lead Financier
Legal Reservation
Lien
Loan
Majority Financiers
Material Adverse Effect
Participating Interest
Party
Payment Date
Permitted Security
Project
Project Account
Project Documents
Pro Rata Share
Reference Banks
Relevant Jurisdiction
Repayment Date
Repayment Schedule
Security
Security Agent
Security Documents
Security Interest
Specified Time
Subsidiary
Tax
Technical Advisor
Total Commitments
Transaction Documents
Transfer Certificate
Utilisation
Utilisation Date
VAT
Definitions
Facility
Purpose
Conditions Precedent
Disbursement
Repayment
Prepayment
Interest
Fees
Tax Gross-Up
Increased Costs
Security
Representations
Information Covenants
Financial Covenants
General Covenants
Events of Default
Changes to Parties
Payment Mechanics
Set-Off
Sharing Among Financiers
Administration
Decision Making
Amendments and Waivers
Inter-creditor Provisions
Costs and Expenses
Indemnities
Notices
Calculations
Partial Invalidity
Remedies and Waivers
Confidentiality
Counterparts
Governing Law
Enforcement
Dispute Resolution
Agency Provisions
Security Agent Provisions
Anti-Money Laundering
Sanctions Compliance
Environmental Compliance
Force Majeure
Assignment and Transfer
Termination
Entire Agreement
Infrastructure
Real Estate Development
Renewable Energy
Manufacturing
Transportation
Healthcare
Technology
Telecommunications
Public Infrastructure
Industrial Development
Commercial Real Estate
Energy and Utilities
Legal
Finance
Treasury
Risk Management
Compliance
Corporate Development
Project Management
Investment Banking
Credit
Operations
Chief Financial Officer
Finance Director
Legal Counsel
Project Finance Manager
Investment Manager
Treasury Manager
Risk Manager
Compliance Officer
Banking Relationship Manager
Project Director
Corporate Finance Manager
Senior Loan Officer
Structured Finance Manager
Investment Banker
Financial Controller
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