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Intragroup Loan Agreement
1. Parties: Identification of the lender and borrower entities, including registration numbers and addresses
2. Background: Description of the group relationship and purpose of the loan
3. Definitions: Definitions of key terms used throughout the agreement
4. The Loan: Principal amount, currency, and purpose of the loan
5. Interest: Interest rate, calculation method, and payment dates, ensuring compliance with arm's length principles
6. Drawdown: Conditions precedent and mechanics for drawing the loan
7. Repayment: Terms and schedule for repayment of principal
8. Prepayment: Provisions for voluntary and mandatory prepayment
9. Tax Provisions: Withholding tax and other tax-related provisions
10. Representations and Warranties: Standard corporate representations and intragroup-specific warranties
11. Information Undertakings: Requirements for financial and corporate information sharing
12. General Undertakings: Standard borrower covenants and group-specific obligations
13. Events of Default: Circumstances allowing acceleration of the loan
14. Changes to Parties: Assignment and transfer provisions within the group context
15. Notices: Communication procedures between parties
16. Calculations and Certificates: Administrative provisions for calculations and certifications
17. Governing Law and Jurisdiction: Danish law as governing law and jurisdiction provisions
1. Security: Required if the loan is to be secured by any assets or guarantees
2. Subordination: Needed if the loan is to be subordinated to other group or external debt
3. Currency Provisions: Required for multi-currency loans or if exchange rate provisions are needed
4. Regulatory Compliance: Required if either party is subject to specific financial regulations
5. Group Treasury Provisions: Optional provisions for integration with group treasury management
6. Set-off Rights: Specific provisions for setting off amounts against other intragroup obligations
7. Tax Gross-up: Optional provisions for tax gross-up if required by group policy
8. Break Costs: Required for fixed-rate loans or specific interest arrangements
1. Form of Drawdown Request: Standard form for requesting loan disbursements
2. Repayment Schedule: Detailed schedule of repayment dates and amounts
3. Calculation of Interest Rate: Detailed methodology for interest rate calculation and benchmarking
4. Transfer Pricing Documentation: Documentation supporting arm's length nature of loan terms
5. Form of Compliance Certificate: Template for periodic compliance certification
6. Group Structure Chart: Current group structure showing relationship between parties
7. Required Approvals: List of corporate and regulatory approvals obtained
8. Security Details: Details of any security provided (if applicable)
Authors
Agreement
Applicable Rate
Availability Period
Borrower
Business Day
Change of Control
Commitment
Compliance Certificate
Default
Default Interest
Default Rate
Disruption Event
Drawing
Drawing Date
Event of Default
Facility
Final Maturity Date
Financial Indebtedness
Financial Year
Group
Holding Company
Interest Payment Date
Interest Period
Interest Rate
Lender
Loan
Material Adverse Effect
Party
Permitted Purpose
Principal Outstanding
Quasi-Security
Reference Banks
Repayment Date
Repayment Schedule
Security
Security Interest
Subordination Agreement
Subsidiary
Tax
Tax Deduction
Transfer Pricing Requirements
Ultimate Parent Company
Utilization
Utilization Date
Utilization Request
VAT
Danish Business Day
Danish GAAP
Danish Tax Authority
Relevant Jurisdiction
Interest Rate
Repayment Terms
Drawdown Conditions
Representations and Warranties
Security
Events of Default
Acceleration
Tax Provisions
Transfer Pricing
Information Undertakings
Financial Covenants
General Undertakings
Subordination
Assignment and Transfer
Currency Provisions
Set-Off Rights
Payment Mechanics
Costs and Expenses
Indemnities
Amendments and Waivers
Notices
Confidentiality
Governing Law
Jurisdiction
Enforcement
Severability
Entire Agreement
Force Majeure
Electronic Execution
Regulatory Compliance
Corporate Authority
Change of Control
Calculation and Certificates
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