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1. Parties: Identifies and defines the contracting parties - typically the borrower/obligor making the negative pledge and the beneficiary (usually a lender)
2. Background: Sets out the context of the agreement, typically referencing any related facility agreement or main transaction documents
3. Definitions and Interpretation: Defines key terms used in the agreement including 'Security Interest', 'Assets', 'Permitted Security', etc. and sets out interpretation rules
4. Negative Pledge Covenant: The core obligation where the obligor commits not to create or permit to subsist any security interest over its assets
5. Permitted Security: Lists exceptions to the negative pledge where certain security interests are allowed to be created
6. Representations and Warranties: Obligor's confirmations regarding its assets, existing security interests, and capacity to enter into the agreement
7. Duration: Specifies how long the negative pledge obligations remain in force
8. Remedies: Sets out the consequences of breach and available remedies to the beneficiary
9. Notices: Specifies how and where notices under the agreement must be given
10. Governing Law and Jurisdiction: Specifies Hong Kong law as governing law and jurisdiction for disputes
1. Information Undertakings: Used in more complex agreements where the obligor must provide regular information about its assets and any security interests
2. Further Assurance: Include when additional documentation or actions might be needed to give effect to the negative pledge
3. Assignment and Transfer: Include when rights under the agreement may need to be transferred, especially in syndicated lending contexts
4. Amendments and Waivers: Include in complex agreements where flexibility for modifications may be needed
5. Counterparts: Include when the agreement may need to be executed in multiple copies
6. Third Party Rights: Include when rights might need to be extended to non-parties or to explicitly exclude third party rights
7. Agent Provisions: Include when there are multiple beneficiaries and an agent structure is used
1. Form of Notice: Template for any notices required under the agreement
2. Specified Assets: Detailed list of assets covered by the negative pledge, if not all assets are included
3. Existing Security Interests: List of security interests existing at the time of the agreement that are permitted to continue
4. Permitted Security Interest Categories: Detailed descriptions of categories of security interests that are permitted exceptions to the negative pledge
Banking & Financial Services
Real Estate & Property Development
Infrastructure & Construction
Manufacturing & Industrial
Technology & Communications
Retail & Consumer Goods
Energy & Resources
Healthcare & Pharmaceuticals
Transport & Logistics
Professional Services
Legal
Finance
Treasury
Compliance
Credit Risk
Corporate Banking
Loan Administration
Transaction Management
Corporate Finance
Risk Management
Chief Financial Officer
Finance Director
Treasury Manager
Legal Counsel
Compliance Officer
Credit Risk Manager
Relationship Manager
Loan Officer
Corporate Banking Manager
Security Trustee
Facility Agent
Transaction Manager
Finance Manager
Corporate Finance Director
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