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Pro Forma Credit Agreement
"I need a Pro Forma Credit Agreement for a HKD 50 million secured term loan facility to a Hong Kong manufacturing company, with quarterly repayments starting March 2025 and including both corporate guarantees and property security."
1. Parties: Identification of lender(s) and borrower(s) with full legal names and addresses
2. Background: Context of the credit facility and purpose of the agreement
3. Definitions and Interpretation: Definitions of key terms and interpretation rules used throughout the agreement
4. The Facility: Details of the credit facility including amount, purpose, and availability period
5. Conditions Precedent: Conditions that must be satisfied before the facility becomes available
6. Utilization: Process and requirements for drawing down the facility
7. Repayment and Prepayment: Terms for scheduled repayments and voluntary/mandatory prepayments
8. Interest: Interest calculation, payment dates, and default interest provisions
9. Fees and Expenses: All applicable fees, costs, and expenses
10. Tax Provisions: Tax-related obligations and gross-up provisions
11. Representations and Warranties: Borrower's representations and warranties
12. Information Undertakings: Obligations to provide financial and other information
13. General Undertakings: Positive and negative covenants of the borrower
14. Events of Default: Circumstances constituting default and consequences
15. Changes to Parties: Rules for assignments and transfers
16. Administration: Administrative provisions including notices and calculations
17. Governing Law and Enforcement: Choice of law and jurisdiction provisions
1. Security: Required when the facility is secured, detailing security arrangements and enforcement rights
2. Guarantee: Required when there are guarantors, containing guarantee and indemnity provisions
3. Syndication Provisions: Required for syndicated facilities, including facility agent and security trustee provisions
4. Increased Costs and Market Disruption: Optional provisions for managing market disruption and regulatory changes
5. Multi-currency Provisions: Required for multi-currency facilities, including currency conversion and availability
6. Financial Covenants: Required for corporate borrowers, detailing financial maintenance covenants
7. Set-off Rights: Optional provisions detailing the lender's set-off rights
8. Multiple Borrowers: Required when there are multiple borrowers, including joint and several liability provisions
1. Conditions Precedent: Detailed list of required conditions precedent documents
2. Form of Utilization Request: Standard form for requesting drawdowns
3. Form of Transfer Certificate: Standard form for transferring commitments/loans
4. Repayment Schedule: Detailed schedule of repayment dates and amounts
5. Financial Covenants Calculations: Detailed calculations and definitions for financial covenants
6. Form of Compliance Certificate: Standard form for periodic compliance certification
7. Security Documents: List and/or copies of security documents
8. Existing Security and Financial Indebtedness: Details of permitted existing security and debt
9. Form of Accession Deed: Standard form for new parties joining the agreement
Authors
Account
Additional Borrower
Affiliate
Availability Period
Available Commitment
Available Facility
Banking Day
Base Rate
Borrower
Break Costs
Business Day
Commitment
Compliance Certificate
Conditions Precedent
Confidential Information
Default
Default Rate
Disruption Event
Event of Default
Facility
Facility Office
Finance Documents
Finance Parties
Financial Indebtedness
Financial Statements
Group
Guarantor
HIBOR
Holding Company
Hong Kong
Increased Costs
Interest Payment Date
Interest Period
Legal Reservations
Lender
Loan
Margin
Material Adverse Effect
Month
Notice of Drawing
Original Financial Statements
Party
Permitted Security Interest
Potential Event of Default
Quotation Day
Reference Banks
Repayment Date
Repeating Representations
Representative
Security
Security Documents
Security Interest
Security Provider
Subsidiary
Tax
Tax Deduction
Total Commitments
Transfer Certificate
Transfer Date
Unpaid Sum
Utilization
Utilization Date
Utilization Request
Facility Terms
Purpose
Conditions Precedent
Drawdown
Interest
Repayment
Prepayment
Cancellation
Tax Gross-Up
Increased Costs
Representations and Warranties
Information Covenants
Financial Covenants
General Undertakings
Events of Default
Security
Set-Off
Assignment and Transfer
Costs and Expenses
Indemnities
Calculations and Evidence
Amendments and Waivers
Notices
Confidentiality
Severability
Counterparts
Governing Law
Dispute Resolution
Process Agent
Force Majeure
Currency Provisions
Entire Agreement
Third Party Rights
Anti-Money Laundering
Syndication Provisions
Agency Provisions
Banking
Financial Services
Real Estate
Manufacturing
Trading
Retail
Technology
Infrastructure
Energy
Healthcare
Construction
Telecommunications
Transportation
Hospitality
Professional Services
Legal
Finance
Treasury
Compliance
Risk Management
Corporate Banking
Credit Analysis
Operations
Company Secretarial
Transaction Management
Chief Financial Officer
Finance Director
Treasury Manager
Legal Counsel
Compliance Officer
Credit Risk Manager
Relationship Manager
Loan Officer
Corporate Banking Manager
Financial Controller
Company Secretary
Risk Manager
Banking Operations Manager
Credit Analyst
Legal Director
Transaction Manager
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