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Project Finance Agreement
"Need a Project Finance Agreement for a renewable energy plant in Singapore with a facility value of USD 500 million, involving a syndicate of three international banks and requiring completion by March 2025."
1. Parties: Identification and details of all contracting parties including project company, lenders, sponsors, and security agents
2. Background/Recitals: Context of the project and financing arrangement, including project overview and financing purpose
3. Definitions: Key terms used throughout the agreement, including project-specific and financing terms
4. Facility Amount and Purpose: Details of financing amount, tranches if applicable, and permitted uses of the facility
5. Conditions Precedent: Prerequisites for drawdown including required documents, permits, and approvals
6. Repayment Terms: Payment schedule, interest calculations, fees, and repayment mechanisms
7. Security Structure: Details of collateral, security arrangements, and ranking of security interests
8. Representations and Warranties: Standard and project-specific assurances from borrower and sponsors
9. Covenants: Financial and operational obligations of the borrower, including maintenance of permits and compliance
10. Events of Default: Circumstances triggering default and consequences thereof
1. Intercreditor Provisions: Provisions governing relationships between multiple lenders, including voting rights and payment waterfall
2. Step-in Rights: Provisions allowing lenders to take control of project in specific circumstances
3. Political Risk Insurance: Requirements for political risk coverage and related obligations
4. Force Majeure: Provisions dealing with extraordinary events affecting project implementation
5. Environmental and Social Requirements: Specific environmental and social compliance obligations
1. Schedule 1 - Project Documents: List and copies of key project contracts and agreements
2. Schedule 2 - Security Documents: Details of security arrangements, including forms of security documents
3. Schedule 3 - Financial Model: Agreed form of financial model and key assumptions
4. Schedule 4 - Drawdown Schedule: Detailed timeline and conditions for facility drawdown
5. Schedule 5 - Form of Notices: Standard forms for drawdown notices, compliance certificates, and other communications
6. Schedule 6 - Insurance Requirements: Detailed insurance requirements and minimum coverage levels
7. Schedule 7 - Environmental and Social Action Plan: Specific environmental and social compliance requirements and timelines
Authors
Availability Period
Base Case Financial Model
Borrower
Break Costs
Business Day
Change of Control
Commercial Operation Date
Commitment
Completion Date
Construction Period
Default
Default Interest
Disruption Event
Drawing
EPC Contract
Event of Default
Facility
Facility Office
Finance Documents
Finance Parties
Financial Close
Financial Indebtedness
Force Majeure Event
Group
Interest Payment Date
Interest Period
Lenders
LIBOR/SHIBOR/SIBOR
Loan
Majority Lenders
Material Adverse Effect
O&M Agreement
Permitted Security Interest
Project
Project Accounts
Project Assets
Project Documents
Repayment Date
Secured Obligations
Security
Security Documents
Sponsors
Subsidiary
Tax
Technical Advisor
Termination Date
Transaction Documents
Drawdown Mechanics
Interest Calculation
Fees and Expenses
Repayment and Prepayment
Security Arrangements
Representations and Warranties
Information Undertakings
Financial Covenants
General Undertakings
Project Undertakings
Events of Default
Acceleration Rights
Changes to Parties
Payment Mechanics
Set-off
Notices
Calculations and Certificates
Amendments and Waivers
Confidentiality
Counterparts
Governing Law
Dispute Resolution
Force Majeure
Step-in Rights
Insurance Requirements
Environmental Compliance
Social Responsibility
Cost Overrun Provisions
Completion Tests
Reserve Accounts
Cash Waterfall
Distribution Conditions
Intercreditor Provisions
Agency Provisions
Security Trustee Provisions
Account Bank Arrangements
Technical Advisor Rights
Hedging Requirements
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