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Refinance Agreement
"I need a Refinance Agreement for a manufacturing company to refinance its existing PKR 500 million term loan facility with a consortium of three Pakistani banks, incorporating both conventional and Islamic finance portions, with the refinancing to take effect from March 2025."
1. Parties: Identification of the lender(s) and borrower(s), including their legal status and registered addresses
2. Background: Context of the refinancing, including details of the original facility being refinanced
3. Definitions: Definitions of terms used throughout the agreement, including financial terms and calculation methodologies
4. The Refinancing: Core terms of the refinancing arrangement, including facility amount, purpose, and replacement of existing facility
5. Conditions Precedent: Prerequisites that must be satisfied before the refinancing becomes effective
6. Repayment Terms: Schedule and mechanism for repayment, including installment structure and prepayment provisions
7. Interest and Fees: Interest rate provisions, calculation methods, and applicable fees
8. Security: Details of security/collateral arrangements continuing or being created for the refinanced facility
9. Representations and Warranties: Standard and transaction-specific representations and warranties from the borrower
10. Covenants: Positive and negative obligations of the borrower during the term of the refinancing
11. Events of Default: Circumstances constituting default and consequences thereof
12. Miscellaneous: Standard boilerplate provisions including notices, amendments, governing law, and jurisdiction
1. Islamic Finance Provisions: Required when the refinancing needs to comply with Islamic banking principles
2. Foreign Currency Provisions: Required when the refinancing involves foreign currency elements
3. Syndication Provisions: Required when multiple lenders are involved in the refinancing
4. Regulatory Compliance: Specific section addressing compliance with State Bank of Pakistan regulations when refinancing involves regulated entities
5. Inter-creditor Provisions: Required when multiple creditors are involved with different rankings or priorities
6. Tax Provisions: Detailed tax-related provisions when the refinancing has specific tax implications or cross-border elements
1. Schedule 1 - Existing Facility Details: Details of the original facility being refinanced, including outstanding amounts
2. Schedule 2 - Conditions Precedent Documents: List of all required documents and conditions to be satisfied
3. Schedule 3 - Repayment Schedule: Detailed amortization or repayment schedule
4. Schedule 4 - Security Details: Comprehensive list and description of security/collateral
5. Schedule 5 - Forms: Standard forms including drawdown notices, compliance certificates, and other administrative forms
6. Schedule 6 - Existing Security Documents: List of security documents from original facility that will continue
7. Appendix A - Calculation Methods: Detailed explanation of financial calculations, including interest, fees, and penalties
8. Appendix B - Required Authorizations: List of regulatory and corporate authorizations required
Authors
Original Facility Agreement
Refinanced Amount
Refinancing Date
Business Day
Conditions Precedent
Default
Event of Default
Existing Security
Additional Security
Security Documents
Finance Documents
Interest Period
Interest Payment Date
KIBOR
Margin
Material Adverse Effect
Permitted Security
Potential Event of Default
Repayment Date
Repayment Schedule
Outstanding Amount
Security Agent
State Bank
Secured Obligations
Financial Indebtedness
Security Interest
Authorized Officer
Facility Office
Lender
Original Lender
Borrower
Group
Subsidiary
Holding Company
Affiliate
Tax
Authorization
Regulatory Approval
Compliance Certificate
Drawdown Notice
Financial Statements
Islamic Mode of Financing
Shariah Principles
Participating Financial Institution
Guarantor
Security Provider
Enforcement Action
Increased Costs
Default Rate
Specified Time
Relevant Authority
Prudential Regulations
Banking Companies Ordinance
Stamp Duty
Registration Requirements
Facility
Purpose
Conditions Precedent
Repayment
Prepayment
Interest
Fees
Security
Representations and Warranties
Information Undertakings
Financial Covenants
General Undertakings
Events of Default
Changes to Parties
Payment Mechanics
Set-off
Notices
Calculations
Amendments and Waivers
Confidentiality
Counterparts
Governing Law
Enforcement
Jurisdiction
Islamic Finance Compliance
Regulatory Compliance
Tax
Increased Costs
Currency
Indemnities
Costs and Expenses
Force Majeure
Severability
Assignment
Third Party Rights
Registration and Stamping
Banking
Financial Services
Manufacturing
Real Estate
Infrastructure
Energy
Telecommunications
Healthcare
Construction
Transportation
Agriculture
Mining
Retail
Hospitality
Technology
Legal
Finance
Treasury
Compliance
Credit Risk
Corporate Banking
Operations
Investment Banking
Security & Documentation
Regulatory Affairs
Chief Financial Officer
Finance Director
Treasury Manager
Corporate Banker
Relationship Manager
Credit Risk Manager
Legal Counsel
Compliance Officer
Financial Controller
Banking Operations Manager
Credit Analyst
Corporate Finance Manager
Debt Restructuring Specialist
Investment Banking Officer
Transaction Manager
Security Documentation Officer
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