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Loan Indemnity Agreement
"I need a Loan Indemnity Agreement for a corporate indemnifier in the oil and gas sector, where they will be indemnifying a syndicate of three banks for a 500 million Naira loan, with the agreement to be effective from March 1, 2025."
1. Parties: Identification of the Indemnifier, the Beneficiary (typically the lender), and the Principal Debtor (if different from the Indemnifier)
2. Background: Recitals explaining the context of the loan agreement and the purpose of the indemnity
3. Definitions and Interpretation: Definitions of key terms and interpretation rules, including references to the underlying loan agreement
4. Indemnity: Core indemnity provisions, including scope, trigger events, and extent of coverage
5. Payment Obligations: Terms for making payments under the indemnity, including timing and method
6. Representations and Warranties: Statements of fact and assurances given by the Indemnifier
7. Duration and Continuing Security: Period of effectiveness and survival of the indemnity obligations
8. Costs and Expenses: Allocation of costs related to preparation, enforcement, and preservation of rights
9. Notices: Communication procedures and contact details for formal notices
10. Governing Law and Jurisdiction: Specification of Nigerian law as governing law and jurisdiction for disputes
1. Security Provisions: Include when the indemnity is secured by specific assets or guarantees
2. Multiple Indemnifiers: Required when there is more than one indemnifier, addressing joint and several liability
3. Corporate Authorizations: Include for corporate indemnifiers, detailing corporate approvals and authority
4. Assignment and Transfer: Include if parties want to allow transfer of rights under the indemnity
5. Step-In Rights: Include when the beneficiary needs rights to take control of certain situations or assets
6. Currency Provisions: Include for cross-border transactions or when multiple currencies are involved
7. Tax Provisions: Include when tax implications need specific addressing
8. Force Majeure: Include when specific events beyond control need to be addressed
1. Form of Demand: Template for making formal demands under the indemnity
2. Details of the Underlying Loan: Summary or copy of the main terms of the loan being indemnified
3. Security Details: Description of any security or collateral provided (if applicable)
4. Corporate Authorizations: Copies of relevant corporate approvals and resolutions (for corporate indemnifiers)
5. Payment Details: Bank account and payment processing information
6. Contact Details: Comprehensive contact information for all parties and their representatives
Authors
Applicable Law
Banking Day
Beneficiary
Business Day
Default
Default Interest
Default Rate
Demand
Effective Date
Enforcement Event
Event of Default
Financial Indebtedness
Guaranteed Obligations
Indemnified Amount
Indemnified Liabilities
Indemnifier
Indemnity Period
Interest Period
Loan Agreement
Loan Amount
Loss
Material Adverse Effect
Naira
Notice
Parties
Payment Date
Principal Debtor
Recovered Amount
Relevant Documents
Security
Security Interest
Stamp Duty
Tax
Third Party Rights
Transaction Documents
Underlying Obligations
Definitions
Indemnity
Payment Obligations
Representations and Warranties
Covenants
Security
Duration
Continuing Obligations
Default
Enforcement
Assignment
Notices
Costs and Expenses
Currency
Set-off
Remedies and Waivers
Severability
Amendments
Counterparts
Third Party Rights
Confidentiality
Force Majeure
Anti-Money Laundering
Stamp Duty
Documentation
Further Assurance
Governing Law
Jurisdiction
Dispute Resolution
Banking and Financial Services
Real Estate
Manufacturing
Oil and Gas
Agriculture
Telecommunications
Construction
Mining
Retail
Transportation and Logistics
Healthcare
Education
Legal
Finance
Risk Management
Compliance
Corporate Secretariat
Treasury
Credit Administration
Corporate Banking
Operations
Chief Financial Officer
Finance Director
Legal Counsel
Credit Risk Manager
Loan Officer
Compliance Officer
Corporate Secretary
Treasury Manager
Financial Controller
Risk Assessment Officer
Banking Relationship Manager
Corporate Finance Manager
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