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Project Finance Loan Agreement
"I need a Project Finance Loan Agreement under English law for a renewable energy project in Scotland, with a facility amount of £500 million and multiple international lenders, to be signed by March 2025."
1. Parties: Identification and details of all contracting parties including lenders, borrowers, sponsors, and security providers
2. Background: Context of the project and financing arrangement, including project description and purpose of the facility
3. Definitions: Comprehensive list of defined terms used throughout the agreement
4. Facility: Details of the loan facility, including amount, purpose, availability period, and repayment terms
5. Conditions Precedent: Conditions that must be satisfied before drawdown, including documentation, permits, and other requirements
6. Representations and Warranties: Statements of fact and assurances from borrower regarding legal status, authority, and project viability
7. Covenants: Positive and negative obligations of the borrower, including financial covenants and project-specific requirements
8. Events of Default: Circumstances triggering default and associated remedies available to lenders
9. Security: Details of security package, including assets charged and enforcement mechanisms
1. Intercreditor Provisions: Provisions governing relationships between multiple lenders, including voting rights and payment waterfall
2. Step-In Rights: Provisions allowing lenders to take control of project in specific circumstances
3. Political Risk Protection: Provisions addressing political risk, including change in law and force majeure events
4. Environmental and Social Requirements: Specific provisions relating to environmental and social compliance standards
5. Insurance Requirements: Detailed insurance obligations and requirements for the project
1. Form of Drawdown Request: Standard form for requesting loan disbursements
2. Form of Transfer Certificate: Template documentation for transferring loan participations
3. Project Documents: List and copies of key project contracts and agreements
4. Security Documents: Forms of security documents and guarantees
5. Financial Model: Agreed form of project financial projections and assumptions
6. Construction Schedule: Detailed timeline for project completion milestones
7. Insurance Schedule: Detailed requirements for project insurance coverage
8. Environmental and Social Action Plan: Detailed requirements for environmental and social compliance
Authors
Acceptable Bank
Account Bank
Additional Cost Rate
Affiliate
Availability Period
Base Case Financial Model
Break Costs
Business Day
Change of Control
Commercial Operation Date
Commitment
Completion Date
Construction Contract
Construction Period
Default
Default Interest
Default Rate
Disruption Event
Environmental Claim
Environmental Law
Event of Default
Facility
Facility Office
Finance Documents
Finance Parties
Financial Close
Financial Indebtedness
Hedging Agreement
Insurance Proceeds
Interest Payment Date
Interest Period
LIBOR/SONIA
Loan
Major Project Documents
Margin
Material Adverse Effect
Operating Costs
Permitted Disposal
Permitted Security
Project
Project Accounts
Project Assets
Project Costs
Project Documents
Quotation Day
Reference Banks
Repeating Representations
Security
Security Documents
Security Interest
Sponsor
Subsidiary
Tax
Technical Advisor
Technical Description
Term
Total Commitments
Transaction Documents
Transfer Certificate
Utilisation
Utilisation Date
Utilisation Request
Definitions
The Facility
Purpose
Conditions Precedent
Utilisation
Repayment
Prepayment and Cancellation
Interest
Interest Periods
Changes to the Calculation of Interest
Fees
Tax Gross-Up and Indemnities
Increased Costs
Other Indemnities
Mitigation
Costs and Expenses
Representations and Warranties
Information Undertakings
Financial Covenants
General Undertakings
Project Undertakings
Insurance
Project Accounts
Events of Default
Changes to the Parties
Role of the Agent
Role of Security Trustee
Conduct of Business by the Finance 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
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