A Debt Facility Agreement is essential for documenting lending arrangements in England and Wales. It's commonly used when businesses require financing for operations, expansion, or specific projects. The agreement comprehensively sets out the parties' rights and obligations, including facility terms, security arrangements, and enforcement mechanisms. Subject to English and Welsh law, it must comply with Financial Services and Markets Act 2000 and related regulations. The document can be adapted for various lending structures, from bilateral loans to syndicated facilities, and may include additional features such as revolving credit facilities or term loans.
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1. Parties: Identification and details of the lender(s) and borrower(s)
2. Background: Context of the facility and purpose of the loan
3. Definitions and Interpretation: Key terms used throughout the agreement including references to relevant legislation such as FSMA 2000, Companies Act 2006
4. The Facility: Details of the loan amount, purpose, and availability
5. Conditions Precedent: Conditions that must be satisfied before drawdown, including regulatory compliance requirements
6. Repayment: Terms and schedule of repayment including early repayment provisions
7. Interest: Interest rate, calculation, and payment terms
8. Representations and Warranties: Statements of fact and assurances from the borrower, including regulatory compliance confirmations
9. Covenants: Ongoing obligations of the borrower including financial and non-financial covenants
10. Events of Default: Circumstances that trigger default and remedies available to the lender
11. Changes to Parties: Provisions for transfers, assignments, and changes to the lending structure
12. Administration: Administrative provisions including notices, calculations, and payments
13. Governing Law and Jurisdiction: Confirmation of English law governance and jurisdiction of English courts
1. Security: Details of any security/collateral arrangements and enforcement rights
2. Guarantees: Terms of any guarantees provided by third parties
3. Syndication Provisions: Terms for multiple lenders including voting rights and majority lender decisions
4. Increased Costs and Tax Gross-Up: Provisions dealing with changes in regulatory costs and tax requirements
5. Market Disruption: Provisions dealing with market disruption events and alternative interest rates
1. Conditions Precedent Schedule: Detailed list of required documents and conditions to be satisfied
2. Form of Drawdown Notice: Template for requesting loan disbursements
3. Repayment Schedule: Detailed breakdown of repayment dates and amounts
4. Form of Transfer Certificate: Template for transferring loan participations between lenders
5. Security Documents: Forms of security documents and supporting documentation
6. Financial Covenants: Detailed calculations and definitions for financial covenants
7. Form of Compliance Certificate: Template for periodic compliance certification by borrower
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