Working Capital Facility Agreement Template for United States

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Key Requirements PROMPT example:

Working Capital Facility Agreement

"I need a Working Capital Facility Agreement for a mid-sized manufacturing company seeking a $10 million revolving credit facility, with security over inventory and receivables, and quarterly financial covenants based on working capital ratios."

Document background
The Working Capital Facility Agreement is essential for businesses seeking flexible financing to manage their operational cash flow needs. This document is commonly used in the United States when a company requires ongoing access to funds for inventory purchases, accounts receivable financing, or general working capital purposes. The agreement establishes a revolving credit facility where the borrower can draw down, repay, and redraw funds up to a specified limit. It includes detailed provisions regarding facility mechanics, security requirements, financial covenants, and reporting obligations, all structured to comply with US federal and state banking regulations. This type of facility is particularly valuable for businesses with seasonal fluctuations or rapid growth needs, providing them with ready access to working capital while protecting the lender's interests through carefully structured terms and security arrangements.
Suggested Sections

1. Parties: Identifies the lender(s), borrower(s), and any guarantors or security providers

2. Background: Describes the purpose of the facility and basic transaction structure

3. Definitions and Interpretation: Defines key terms and establishes interpretation principles

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

5. Conditions Precedent: Lists conditions that must be satisfied before drawdown

6. Drawdown: Specifies drawdown mechanics, notice requirements, and availability periods

7. Interest: Sets out interest calculation, periods, and payment provisions

8. Repayment and Prepayment: Details repayment terms and voluntary/mandatory prepayment provisions

9. Representations and Warranties: Contains borrower's representations about its status and capacity

10. Information Undertakings: Specifies ongoing financial and other reporting requirements

11. Financial Covenants: Sets out financial ratios and other metrics the borrower must maintain

12. General Undertakings: Lists positive and negative covenants regarding borrower's business conduct

13. Events of Default: Defines circumstances that trigger default and enforcement rights

14. Security: Describes security arrangements and enforcement mechanisms

15. Changes to Parties: Addresses assignment and transfer provisions

16. Administration: Covers payment mechanics, calculations, and notices

17. Governing Law and Enforcement: Specifies governing law and jurisdiction

18. Boilerplate: Standard provisions including severability, amendments, and counterparts

Optional Sections

1. Multiple Currencies: Required if facility can be drawn in multiple currencies, detailing conversion and availability

2. Letters of Credit: Needed if facility includes letter of credit issuance capabilities

3. Bank Guarantees: Required if facility includes bank guarantee issuance

4. Accordion Feature: Optional section for potential facility increase provisions

5. Tax Gross-Up and Indemnities: Detailed tax provisions if cross-border elements exist

6. Increased Costs: Extended provisions for regulatory cost changes, particularly relevant for regulated lenders

7. Multiple Borrowers: Required if group borrowing structure with multiple entities

8. Agent and Security Trustee: Needed for syndicated facilities with multiple lenders

9. Subordination: Required if there are multiple creditor classes requiring subordination

Suggested Schedules

1. Conditions Precedent: Detailed list of required documents and conditions

2. Form of Drawdown Request: Template for borrower to request facility utilization

3. Form of Compliance Certificate: Template for periodic financial covenant compliance certification

4. Calculation of Financial Covenants: Detailed methodology for calculating financial ratios

5. Permitted Security: List of security interests permitted to exist

6. Form of Transfer Certificate: Template for transferring commitments between lenders

7. Security Documents: List and copies of all security documentation

8. Existing Financial Indebtedness: Schedule of permitted existing debt

9. Group Structure: Corporate structure chart of borrower group

10. Banking Details: Account information for all facility-related payments

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
Clauses
Relevant Industries

Manufacturing

Retail

Wholesale

Technology

Healthcare

Construction

Transportation & Logistics

Agriculture

Energy

Professional Services

Consumer Goods

Industrial Products

E-commerce

Real Estate

Relevant Teams

Legal

Finance

Treasury

Compliance

Risk Management

Accounting

Corporate Banking

Credit

Operations

Senior Management

Relevant Roles

Chief Financial Officer

Treasury Manager

Finance Director

Corporate Counsel

General Counsel

Financial Controller

Credit Manager

Relationship Manager (Bank)

Risk Manager

Compliance Officer

Corporate Banking Officer

Senior Finance Manager

Accounts Payable Manager

Working Capital Manager

Treasury Operations Manager

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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