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1. Parties: Identification of the lender and borrower, including full legal names and addresses
2. Background: Context of the loan arrangement and brief description of the business purpose
3. Definitions: Key terms used throughout the agreement, including specific definitions of 'profit', 'revenue', and other financial metrics
4. Loan Amount and Disbursement: Specification of the principal amount and how/when it will be advanced
5. Interest Rate: Base interest rate terms, separate from profit-sharing components
6. Profit Sharing Mechanism: Detailed explanation of how profits will be calculated and shared, including calculation periods and payment dates
7. Term and Repayment: Duration of the loan and repayment schedule for principal amount
8. Security: Description of any security or collateral provided for the loan
9. Representations and Warranties: Standard and specific declarations by the borrower about their business and financial condition
10. Covenants: Ongoing obligations of the borrower, including financial reporting and business operation requirements
11. Events of Default: Circumstances that constitute default and consequences
12. Rights of the Lender: Powers and remedies available to the lender, including audit rights
13. General Provisions: Standard boilerplate clauses including notices, amendments, and governing law
1. Prepayment Rights: Terms for early repayment of the loan, used when early repayment is permitted
2. Conversion Rights: Option to convert the loan into equity, included when this feature is desired
3. Subordination Provisions: Used when there are other lenders and priority needs to be established
4. Change of Control: Provisions dealing with change in borrower ownership, relevant for corporate borrowers
5. Information Rights: Detailed reporting requirements beyond standard financial statements, used for complex profit-sharing calculations
6. Tax Provisions: Specific tax treatment and responsibilities, important when tax implications are complex
7. Currency Conversion: Required when profit is calculated in one currency but paid in another
1. Profit Calculation Methodology: Detailed formula and examples of how profit share will be calculated
2. Form of Compliance Certificate: Template for periodic certification of financial covenants and profit calculations
3. Security Documents: Forms of any security agreements or registrations
4. Permitted Encumbrances: List of approved existing or future liens and encumbrances
5. Required Financial Reports: Templates and specifications for required financial reporting
6. Payment Schedule: Detailed schedule of base loan payments and profit share payment dates
7. Excluded Items from Profit Calculation: List of specific items to be excluded from profit calculations
Technology
Manufacturing
Real Estate Development
Renewable Energy
Mining
Agriculture
Entertainment
Healthcare
Retail
Professional Services
Construction
Food and Beverage
Legal
Finance
Treasury
Compliance
Risk Management
Corporate Development
Tax
Accounting
Executive Leadership
Business Development
Chief Financial Officer
Finance Director
Legal Counsel
Corporate Lawyer
Investment Manager
Business Development Director
Financial Controller
Treasury Manager
Risk Manager
Compliance Officer
Chief Executive Officer
Chief Operating Officer
Commercial Director
Investment Analyst
Corporate Secretary
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