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Master Credit Agreement
"I need a Master Credit Agreement governed by Irish law for a €50 million revolving credit facility between our tech company and AIB Bank, with specific provisions for multiple drawdowns and intellectual property as security, to be completed by March 2025."
1. Parties: Identification of the lender and borrower, including full legal names and addresses
2. Background: Context of the agreement and relationship between the parties
3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and rules of interpretation
4. The Facility: Details of the credit facility, including type, purpose, and overall limit
5. Conditions Precedent: Conditions that must be satisfied before the facility becomes available
6. Utilization: Process and requirements for drawing down credit under the facility
7. Interest: Interest calculation, rates, periods, and payment provisions
8. Fees and Expenses: All applicable fees, charges, and cost reimbursements
9. Repayment and Prepayment: Terms for scheduled repayments and early repayment options
10. Representations and Warranties: Statements of fact and assurances given by the borrower
11. Covenants: Ongoing obligations of the borrower, including financial covenants and information requirements
12. Events of Default: Circumstances constituting default and consequences
13. Changes to Parties: Rules regarding assignment, transfer, and succession
14. Administration: Operational aspects including calculations, notices, and payment mechanics
15. Governing Law and Jurisdiction: Choice of Irish law and jurisdiction provisions
1. Security: Required when the facility is secured, detailing the security package and enforcement rights
2. Guarantees: Include when third-party guarantees are part of the credit support structure
3. Multiple Currencies: Required for facilities offering multiple currency options, including conversion provisions
4. Increased Costs and Tax Gross-Up: Include for sophisticated borrowers to address regulatory changes and tax implications
5. Market Disruption: Include for EURIBOR/SONIA-based facilities to address market disruption scenarios
6. Anti-Money Laundering Provisions: Detailed AML provisions for high-risk transactions or customers
7. Data Protection: Enhanced data protection clauses for consumer credit agreements
8. Multi-Borrower Provisions: Required when multiple entities can borrow under the facility
1. Conditions Precedent: List of required documents and conditions to be satisfied
2. Form of Utilization Request: Standard form for requesting drawdowns under the facility
3. Form of Transfer Certificate: Template for transferring rights and obligations under the agreement
4. Calculation of Interest and Fees: Detailed methodology for calculating interest and fees
5. Form of Compliance Certificate: Template for periodic compliance reporting
6. Contact Details: Administrative and notice details for all parties
7. Existing Security: Details of any existing security arrangements
8. Form of Accession Deed: Template for adding new borrowers to the facility
9. Financial Covenants: Detailed financial covenant calculations and reporting requirements
Authors
Account
Additional Borrower
Additional Lender
Affiliate
Availability Period
Available Commitment
Available Facility
Break Costs
Business Day
Central Bank
Commitment
Compliance Certificate
Confidential Information
Default
Default Interest
Disruption Event
Event of Default
Facility
Facility Office
FATCA
Fee Letter
Finance Document
Finance Party
Financial Indebtedness
Financial Statements
Group
Guarantor
Holding Company
Interest Payment Date
Interest Period
Irish Qualifying Lender
Legal Reservation
Lender
LIBOR
EURIBOR
Loan
Margin
Material Adverse Effect
Month
New Lender
Original Financial Statements
Original Jurisdiction
Party
Permitted Security
Quotation Day
Reference Banks
Reference Bank Rate
Related Fund
Relevant Market
Repeating Representations
Representative
Security
Security Document
Selection Notice
Subsidiary
Tax
Tax Deduction
Term
Total Commitments
Transfer Certificate
Transfer Date
Unpaid Sum
Utilisation
Utilisation Date
Utilisation Request
VAT
Facility Terms
Purpose
Conditions Precedent
Utilization
Repayment
Prepayment
Interest
Interest Periods
Changes to Interest Calculation
Fees
Tax Gross-Up and Indemnities
Increased Costs
Mitigation
Representations and Warranties
Information Undertakings
Financial Covenants
General Undertakings
Events of Default
Security
Guarantee
Assignment and Transfer
Role of Agent
Payment Mechanics
Set-Off
Notices
Calculations and Certificates
Partial Invalidity
Remedies and Waivers
Amendments and Waivers
Confidentiality
Counterparts
Governing Law
Enforcement
Jurisdiction
Data Protection
Anti-Money Laundering
Sanctions Compliance
Banking
Financial Services
Investment Management
Corporate Lending
Real Estate
Infrastructure
Manufacturing
Retail
Technology
Healthcare
Energy
Transportation
Legal
Finance
Treasury
Compliance
Risk Management
Corporate Banking
Credit Administration
Operations
Commercial Banking
Transaction Management
Chief Financial Officer
Treasury Manager
Finance Director
Legal Counsel
Compliance Officer
Credit Risk Manager
Relationship Manager
Corporate Banking Officer
Financial Controller
General Counsel
Head of Legal
Head of Credit
Risk Officer
Transaction Manager
Corporate Finance Manager
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