Project Finance Agreement Template for New Zealand

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Key Requirements PROMPT example:

Project Finance Agreement

"I need a Project Finance Agreement under New Zealand law for a renewable energy project with multiple international lenders, total facility amount of NZD 500 million, incorporating specific provisions for environmental compliance and community engagement."

Document background
The Project Finance Agreement is a crucial document used in New Zealand for structuring and documenting limited-recourse financing for large-scale projects. It is particularly utilized when project assets and cash flows serve as the primary security for lenders, with limited or no recourse to the project sponsors. The agreement must comply with New Zealand's legal framework, including financial services legislation, environmental regulations, and property laws. It typically includes detailed provisions for project implementation, monitoring, and risk management, along with specific requirements for different project phases from construction through operation. This document is essential for projects requiring substantial capital investment where traditional corporate financing may not be suitable or available.
Suggested Sections

1. Parties: Identification of all parties to the agreement including lenders, borrowers, sponsors, and any guarantors

2. Background: Context of the project, purpose of the financing, and general structure of the transaction

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

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

5. Conditions Precedent: Conditions that must be satisfied before drawdown of the facility

6. Drawdown Procedures: Process and requirements for requesting and making drawdowns

7. Interest and Fees: Interest calculation, payment dates, and all applicable fees

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

9. Security: Details of security package and enforcement rights

10. Representations and Warranties: Standard and project-specific representations and warranties

11. Covenants: Financial and operational covenants, including information requirements

12. Project Undertakings: Specific undertakings related to project construction and operation

13. Events of Default: Circumstances constituting default and consequences

14. Assignments and Transfers: Provisions regarding transfer of rights and obligations

15. Administration: Administrative provisions including notices and calculations

16. Governing Law and Jurisdiction: Choice of law and dispute resolution provisions

Optional Sections

1. Intercreditor Provisions: Required when there are multiple lenders or classes of debt to establish priority and voting rights

2. Political Risk Insurance: Needed for projects in politically sensitive areas or with significant government involvement

3. Environmental and Social Requirements: Detailed provisions for projects with significant environmental or social impacts

4. Reserve Accounts: Required for projects needing specific reserve requirements beyond standard debt service

5. Step-in Rights: Needed when lenders require direct project control rights in certain circumstances

6. Export Credit Agency Provisions: Required when export credit agencies are involved in the financing

7. Currency and Hedging Requirements: Needed for projects with significant foreign exchange exposure

8. Government Support Provisions: Required when government guarantees or support agreements are part of the structure

Suggested Schedules

1. Project Description: Detailed description of the project and technical specifications

2. Form of Drawdown Request: Standard form for requesting drawdowns under the facility

3. Repayment Schedule: Detailed amortization schedule for the facility

4. Form of Construction Reports: Template for required construction progress reports

5. Financial Model: Base case financial model and assumptions

6. Security Documents: Forms of all security documents and guarantees

7. Insurance Requirements: Detailed schedule of required insurance coverage

8. Permitted Investments: List of approved investments for project funds

9. Key Project Documents: List and copies of material project contracts

10. Form of Compliance Certificate: Template for periodic compliance reporting

11. Technical Standards: Required technical and performance standards for the project

12. Environmental and Social Action Plan: Detailed environmental and social compliance requirements

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
Acceptable Bank
Account Bank
Additional Lender
Affiliate
Agreement
Applicable Law
Authorized Officer
Availability Period
Base Case Financial Model
Base Rate
Borrower
Break Costs
Business Day
Capital Expenditure
Change of Control
Commitment
Completion Date
Compliance Certificate
Construction Budget
Construction Contract
Construction Period
Construction Schedule
Default
Default Interest
Debt Service Coverage Ratio
Debt Service Reserve Account
Development Consent
Drawdown
Drawdown Date
Drawdown Notice
Effective Date
Environmental Law
Environmental Permit
Event of Default
Facility
Facility Agent
Facility Office
Fee Letter
Final Maturity Date
Finance Documents
Finance Parties
Financial Close
Financial Indebtedness
Financial Model
Financial Year
Force Majeure Event
Good Industry Practice
Government Agency
Guarantee
Hedging Agreement
Holding Company
Independent Engineer
Information Memorandum
Insurance Advisor
Insurance Proceeds
Interest Payment Date
Interest Period
Interest Rate
Lender
Loan
Major Project Documents
Margin
Material Adverse Effect
NZ Dollars
Operating Budget
Operating Costs
Operating Period
Original Financial Statements
Permitted Security Interest
Project
Project Accounts
Project Assets
Project Company
Project Completion
Project Costs
Project Documents
Project Revenues
Project Site
Qualifying Bank
Quarter Date
Quotation Day
Reference Banks
Repayment Date
Repayment Schedule
Required Insurance
Reserve Accounts
Resource Consent
Security
Security Documents
Security Interest
Security Trustee
Shareholder
Subsidiary
Tax
Technical Advisor
Technical Description
Term
Transaction Documents
Transfer Certificate
Trust Deed
Utilisation
Utilisation Date
Utilisation Request
Clauses
Relevant Industries

Infrastructure

Energy

Mining

Real Estate Development

Transportation

Renewable Energy

Healthcare

Telecommunications

Water and Waste Management

Industrial Development

Agriculture

Tourism

Relevant Teams

Legal

Finance

Treasury

Risk Management

Project Management

Commercial

Compliance

Environmental

Operations

Credit

Corporate Development

Technical Services

Relevant Roles

Chief Financial Officer

Project Finance Manager

Legal Counsel

Project Director

Risk Manager

Investment Banker

Financial Controller

Commercial Manager

Treasury Manager

Compliance Officer

Environmental Manager

Project Engineer

Construction Manager

Operations Director

Credit Risk Officer

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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