Syndicated Credit Agreement Template for Netherlands

The Syndicated Credit Agreement is utilized when a borrower requires substantial financing that exceeds the capacity or risk appetite of a single lender. This document, governed by Dutch law, serves as the primary agreement between the borrower and a syndicate of lenders, typically banks and financial institutions. It comprehensively details the facility terms, including amount, purpose, availability period, interest calculations, repayment schedule, and security package. The agreement incorporates specific Dutch legal requirements and market practices, while also addressing EU regulatory compliance. It's particularly relevant for large corporate transactions, project financing, or significant capital expenditure programs where risk sharing among lenders is desired. The document includes detailed mechanisms for facility administration, lender coordination, voting rights, and the roles of various agents, all structured within the Dutch legal framework.

1. Parties: Identification of the Borrower(s), Original Lenders, Facility Agent, Security Agent and any other original parties

2. Background: Brief description of the transaction and purpose of the facility

3. Definitions and Interpretation: Comprehensive definitions section and rules of interpretation, including Dutch law-specific terms

4. The Facility: Details of the facility type, amount, purpose and availability

5. Conditions Precedent: Conditions to be satisfied before utilization, including Dutch law-specific requirements

6. Utilization: Mechanics and procedures for requesting and making loans

7. Repayment and Prepayment: Terms for scheduled repayments and voluntary/mandatory prepayments

8. Interest, Interest Periods and Fees: Interest calculation, payment provisions and fee structures

9. Tax Gross Up and Indemnities: Tax provisions including Dutch withholding tax considerations

10. Changes in Circumstances: Market disruption, increased costs and replacement of screen rate provisions

11. Representations and Warranties: Borrower representations including Dutch law-specific warranties

12. Information Undertakings: Financial and other information obligations of the Borrower

13. Financial Covenants: Financial maintenance covenants and related definitions

14. General Undertakings: Positive and negative covenants, including Dutch law considerations

15. Events of Default: Default triggers and consequences, adapted for Dutch law

16. Role of the Agents: Rights, duties and obligations of the Facility Agent and Security Agent

17. Administration: Payment mechanics, set-off and calculations

18. Changes to the Parties: Transfer and assignment provisions, including Dutch transfer requirements

19. Governing Law and Enforcement: Dutch law as governing law and jurisdiction provisions