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Senior Facilities Agreement
"Need a Senior Facilities Agreement for a $250M syndicated loan to finance the acquisition of a manufacturing company, with multiple tranches including a revolving facility, to be completed by March 2025."
1. Parties: Identification of lenders, borrowers, agents, and other key parties
2. Background/Recitals: Context of the facility and purpose of the agreement
3. Definitions and Interpretation: Key terms, financial definitions, and interpretation rules
4. The Facilities: Description of loan facilities, purposes, and conditions
5. Conditions Precedent: Requirements to be met before facility utilization
6. Utilization: Process and requirements for drawing down the facilities
7. Repayment and Prepayment: Terms for scheduled repayments and voluntary/mandatory prepayments
8. Interest and Fees: Interest calculation, payment terms, and facility fees
9. Representations and Warranties: Borrower's statements of fact and assurances
10. Covenants: Financial and operational obligations of the borrower
11. Events of Default: Circumstances constituting default and consequences
1. Security: Terms of security package (used when facility is secured)
2. Guarantees: Terms of guarantees provided (used when guarantors are involved)
3. Intercreditor Provisions: Ranking and priority between creditors (used when multiple classes of debt exist)
4. Tax Gross-Up and Indemnities: Tax-related provisions and protections (used for cross-border transactions)
1. Conditions Precedent Schedule: Detailed list of required documentation and conditions
2. Form of Utilization Request: Standard form for drawing down facilities
3. Form of Transfer Certificate: Template for transferring commitments between lenders
4. Form of Compliance Certificate: Template for periodic financial covenant compliance
5. Existing Security Schedule: List of permitted existing security interests
6. Form of Accession Deed: Template for additional parties joining the agreement
7. Commitment Schedule: Details of lenders' commitments and proportions
8. Form of Assignment Agreement: Template for assigning rights under the agreement
Authors
Accession Deed
Additional Borrower
Additional Guarantor
Additional Lender
Administrative Agent
Affiliate
Availability Period
Available Commitment
Available Facility
Borrower
Break Costs
Business Day
Commitment
Commitment Fee
Compliance Certificate
Confidential Information
Default
Default Interest
Disruption Event
Event of Default
Facility
Facility Office
Fee Letter
Finance Document
Finance Party
Financial Indebtedness
Financial Statements
Group
Guarantor
Holding Company
Interest Payment Date
Interest Period
Legal Reservation
Lender
LIBOR/SOFR
Loan
Majority Lenders
Margin
Material Adverse Effect
Original Borrower
Original Guarantor
Original Lender
Party
Permitted Security
Qualifying Lender
Quotation Day
Reference Banks
Repeating Representations
Security
Security Document
Selection Notice
Subsidiary
Tax
Tax Deduction
Term
Total Commitments
Transfer Certificate
Transfer Date
Unpaid Sum
Utilization
Utilization Date
Utilization Request
Conditions Precedent
Utilization
Repayment
Prepayment
Cancellation
Interest
Interest Periods
Changes to the Calculation of Interest
Fees
Tax Gross-Up and Indemnities
Increased Costs
Mitigation
Representations and Warranties
Information Undertakings
Financial Covenants
General Undertakings
Events of Default
Changes to the Parties
Role of the Administrative Agent
Role of the Security Agent
Conduct of Business by the Finance Parties
Payment Mechanics
Set-Off
Notices
Calculations and Certificates
Partial Invalidity
Remedies and Waivers
Amendments and Waivers
Confidentiality
Counterparts
Governing Law
Enforcement
Jurisdiction
Service of Process
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