Joint Venture Loan Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Joint Venture Loan Agreement

"I need a Joint Venture Loan Agreement governed by Hong Kong law for a USD 50 million facility to finance a technology joint venture between a Chinese tech company and a US software firm, with quarterly repayments over 5 years and parent company guarantees from both JV partners."

Document background
The Joint Venture Loan Agreement is a specialized financing document used when parties in a joint venture require formal lending arrangements. This document is particularly relevant in Hong Kong's dynamic business environment, where international companies frequently collaborate through joint ventures and require structured financing solutions. The agreement serves multiple purposes: it establishes the lending relationship, outlines the loan terms and conditions, addresses the unique aspects of lending to a joint venture entity, and ensures compliance with Hong Kong's banking and financial regulations. It typically includes provisions for security, guarantees from joint venture partners, and specific covenants related to the joint venture's operations. The document is essential for projects requiring substantial capital investment, cross-border collaborations, or complex financing structures within the Hong Kong legal framework.
Suggested Sections

1. Parties: Identification of the lender(s), borrower(s), and any guarantors, including their registration details and addresses

2. Background: Context of the loan within the joint venture arrangement, purpose of the facility, and relationship between the parties

3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation

4. The Facility: Details of the loan amount, purpose, and availability period

5. Conditions Precedent: Conditions that must be satisfied before the loan can be drawn

6. Drawdown: Procedures and requirements for drawing down the loan

7. Interest: Interest rate, calculation method, payment dates, and default interest provisions

8. Repayment: Terms and schedule for repayment of the loan

9. Representations and Warranties: Statements of fact and assurances given by the borrower

10. Covenants: Positive and negative obligations of the borrower during the loan period

11. Events of Default: Circumstances that constitute default and consequences thereof

12. Changes to Parties: Rules regarding assignment, transfer, and changes to the parties

13. Administration: Administrative provisions including notices, calculations, and payments

14. Governing Law and Jurisdiction: Choice of Hong Kong law and jurisdiction provisions

Optional Sections

1. Security: Details of any security or collateral for the loan, used when the loan is secured

2. Guarantee: Terms of any guarantee provided, included when there are guarantors

3. Relationship with Joint Venture Agreement: Detailed provisions on how this loan agreement interacts with the JV agreement, used when complex interaction exists

4. Subordination: Provisions regarding priority of this loan compared to other debt, used when there are multiple lenders

5. Tax Gross-up and Indemnities: Detailed tax provisions, used when tax implications are significant

6. Increased Costs: Provisions for dealing with regulatory changes affecting the loan cost, used for longer-term loans

7. Set-off Rights: Rights to set off debt against other obligations, used when parties have multiple relationships

8. Currency Provisions: Detailed currency conversion and risk provisions, used for multi-currency facilities

Suggested Schedules

1. Schedule 1 - Conditions Precedent: Detailed list of all required conditions precedent documents and requirements

2. Schedule 2 - Form of Drawdown Request: Template for drawdown notices and requirements

3. Schedule 3 - Repayment Schedule: Detailed amortization or repayment schedule

4. Schedule 4 - Form of Transfer Certificate: Template for transferring loan participations

5. Schedule 5 - Joint Venture Information: Key details about the joint venture structure and ownership

6. Appendix A - Security Documents: Forms of security documents if applicable

7. Appendix B - Financial Covenants: Detailed financial covenants and calculation methodologies

8. Appendix C - Authorized Signatories: List of authorized signatories for each party

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
Clauses
Relevant Industries

Banking & Financial Services

Real Estate & Construction

Manufacturing

Technology

Infrastructure

Energy & Resources

Transportation & Logistics

Healthcare

Telecommunications

Retail & Consumer

Industrial

Agriculture

Mining

Hospitality

Relevant Teams

Legal

Finance

Treasury

Corporate Development

Risk Management

Compliance

Business Development

Project Management

Investment

Corporate Secretariat

Executive Leadership

Banking Relations

Relevant Roles

Chief Financial Officer

Finance Director

Legal Counsel

Corporate Lawyer

Financial Controller

Treasury Manager

Joint Venture Manager

Business Development Director

Project Finance Manager

Risk Manager

Compliance Officer

Corporate Secretary

Investment Director

Managing Director

Chief Executive Officer

Banking Relationship Manager

Finance Manager

Legal Director

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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