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1. Equity Participation: Required if the mezzanine facility includes warrants or conversion rights

2. Board Observer Rights: Include if lender has rights to appoint board observers

3. Exit Rights: Include if there are specific provisions regarding change of control or IPO

4. Management Rights: Required if lender has specific rights regarding management decisions

5. Tax Provisions: Detailed section needed if complex tax structures or international parties involved

6. Currency Provisions: Required for multi-currency facilities

7. Intercreditor Provisions: Detailed section needed if not covered in separate intercreditor agreement

1. Schedule 1 - Drawdown Notice: Form of drawdown request

2. Schedule 2 - Conditions Precedent: List of required documents and conditions for closing

3. Schedule 3 - Security Documents: List and forms of security documents

4. Schedule 4 - Financial Covenants: Detailed calculations and definitions for financial covenants

5. Schedule 5 - Warranties: Detailed representations and warranties

6. Schedule 6 - Permitted Liens: List of existing and permitted security interests

7. Schedule 7 - Form of Compliance Certificate: Template for periodic compliance reporting

8. Schedule 8 - Existing Indebtedness: List of borrower's existing debt obligations

9. Appendix A - Warrant Terms: Terms of any warrant instruments (if applicable)

10. Appendix B - Conversion Rights: Details of conversion mechanics (if applicable)