Fee Letter Syndicated Loan Template for Hong Kong

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Key Requirements PROMPT example:

Fee Letter Syndicated Loan

"I need a Fee Letter Syndicated Loan for a HKD 500 million real estate development facility with multiple tranches, involving a syndicate of 5 banks, where the arrangement fee is 2% and we need to include both agency and security agent fee provisions, targeted for signing by March 2025."

Document background
The Fee Letter Syndicated Loan is a critical document in syndicated lending transactions, typically executed alongside the main facility agreement. It is used to document all fee arrangements between the borrower and various finance parties, keeping these commercially sensitive terms separate from the publicly available facility agreement. The document is particularly important in Hong Kong's sophisticated financial market, where complex syndicated lending structures are common. The letter details various fees including arrangement fees, commitment fees, participation fees, agency fees, and any other applicable fees, their calculation methods, and payment terms. Under Hong Kong law, while the fee letter is a separate document, it is considered part of the facility documentation and carries full legal effect. This structure is particularly useful for maintaining confidentiality of fee arrangements while ensuring enforceability.
Suggested Sections

1. Letter Header: Date, recipient details, and reference to the facility agreement

2. Salutation and Introduction: Formal opening and reference to the related facility agreement, including its date and parties

3. Definitions and Construction: Key terms used in the letter, typically incorporating definitions from the facility agreement

4. Fee Types and Amounts: Detailed breakdown of all applicable fees (e.g., arrangement fee, underwriting fee, participation fee)

5. Payment Terms: Timing and mechanics for payment of each fee, including payment instructions

6. Calculation Methods: Explanation of how each fee is calculated, including any formulae or percentages

7. Bank Account Details: Specified account(s) for fee payments

8. Confidentiality: Provisions regarding the confidential nature of the fee arrangements

9. Governing Law and Jurisdiction: Confirmation of Hong Kong law and jurisdiction

10. Execution Block: Signature blocks and acknowledgment section

Optional Sections

1. Agency Fees: Include when there are specific agency fee arrangements that need to be documented separately

2. Security Agent Fees: Include when there is a security agent appointed and their fees need to be documented

3. Fee Sharing Provisions: Include when there are fee sharing arrangements between lenders

4. Currency Provisions: Include when fees may be paid in multiple currencies or require specific exchange rate mechanisms

5. Tax Gross-Up: Include when specific tax gross-up provisions for fee payments are required

6. Amendment Fee Provisions: Include when the letter covers potential future amendment or waiver fees

Suggested Schedules

1. Fee Calculation Schedule: Detailed breakdown and examples of fee calculations, particularly for complex fee structures

2. Form of Fee Payment Notice: Standard form for notification of fee payments due

3. Bank Account Details Schedule: Comprehensive list of relevant bank accounts for different fee types or currencies

4. Fee Sharing Matrix: If applicable, detailed breakdown of fee sharing arrangements between lenders

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Relevant Industries

Banking and Finance

Real Estate

Infrastructure

Energy

Transportation

Manufacturing

Technology

Healthcare

Retail

Mining and Resources

Telecommunications

Construction

Hospitality

Relevant Teams

Legal

Finance

Treasury

Credit Risk

Compliance

Corporate Banking

Loan Operations

Transaction Management

Documentation

Syndications

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Loan Officer

Syndications Manager

Legal Counsel

Banking Relationship Manager

Credit Risk Manager

Compliance Officer

Transaction Manager

Agency Manager

Senior Banker

Associate Director - Loans

Vice President - Corporate Banking

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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