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Term Facility Agreement Template for Indonesia

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Key Requirements PROMPT example:

Term Facility Agreement

"I need a Term Facility Agreement governed by Indonesian law for a syndicated loan facility of IDR 500 billion to a manufacturing company, with multiple lenders, security over fixed assets, and guarantees from operating subsidiaries, to be signed by March 2025."

Document background
The Term Facility Agreement is a fundamental document used in Indonesian banking and finance transactions to document term loan arrangements between lenders and borrowers. It is particularly utilized when a borrower requires fixed-term financing for specific purposes such as capital expenditure, acquisition financing, or project development. The agreement must comply with Indonesian banking regulations, including Bank Indonesia regulations and OJK requirements, particularly regarding mandatory provisions, language requirements, and security perfection. The document typically includes detailed provisions on facility terms, conditions precedent, drawdown mechanics, repayment schedules, security arrangements, and regulatory compliance requirements. Special attention is given to Indonesian law requirements regarding security interests, guarantee provisions, and enforcement mechanisms.
Suggested Sections

1. Parties: Identification of the lender(s), borrower(s) and any other parties to the agreement

2. Background: Context of the facility and purpose of the loan

3. Definitions and Interpretation: Comprehensive definitions of terms used and rules of interpretation

4. The Facility: Core terms of the facility including amount, purpose, and availability period

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

6. Drawdown: Procedures and requirements for utilization of the facility

7. Interest: Interest rate, calculation periods, and payment provisions

8. Repayment: Terms for repayment of the facility including schedule and prepayment provisions

9. Fees and Expenses: All fees payable and allocation of costs and expenses

10. Tax Provisions: Tax gross-up, indemnities and treatment of tax deductions

11. Representations and Warranties: Standard and Indonesian law-specific representations and warranties

12. Information Undertakings: Requirements for financial and other information to be provided to lender

13. General Undertakings: Positive and negative covenants applicable to the borrower

14. Events of Default: Circumstances constituting default and consequences

15. Changes to Parties: Provisions regarding assignments and transfers

16. Administration: Administrative provisions including notices and calculations

17. Governing Law and Enforcement: Choice of Indonesian law and enforcement provisions

Optional Sections

1. Security: Required if the facility is secured - details of security arrangements and enforcement

2. Guarantee: Required if there are guarantors - terms of guarantee and guarantor provisions

3. Subordination: Required for subordinated facilities or where intercreditor arrangements exist

4. Currency Provisions: Required for multi-currency facilities or if foreign exchange risks need to be addressed

5. Increased Costs and Market Disruption: Optional provisions for dealing with changes in funding costs or market conditions

6. Set-off Rights: Optional provisions detailing set-off rights of the lender

7. Anti-corruption and Sanctions: Required for international lenders or if required by bank policy

8. Multiple Lenders: Required if there is more than one lender - includes agency and majority lender provisions

Suggested Schedules

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

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

3. Repayment Schedule: Detailed amortization schedule if applicable

4. Form of Transfer Certificate: Template for transferring interests in the facility

5. Financial Covenants: Detailed financial covenants and calculations

6. Security Documents: Forms of any required security documents under Indonesian law

7. Permitted Security Interests: List of security interests permitted under the agreement

8. Form of Compliance Certificate: Template for periodic compliance certification

9. Contact Details: Administrative and notice details for all parties

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 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

Banking

Financial Services

Infrastructure

Real Estate

Manufacturing

Mining

Energy

Telecommunications

Construction

Agriculture

Transportation

Healthcare

Retail

Technology

Relevant Teams

Legal

Finance

Treasury

Risk Management

Compliance

Credit

Corporate Banking

Operations

Business Development

Corporate Finance

Transaction Management

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Legal Counsel

Corporate Lawyer

Compliance Officer

Credit Risk Manager

Relationship Manager

Loan Officer

Finance Manager

Corporate Secretary

Banking Operations Manager

Senior Credit Analyst

Financial Controller

Transaction 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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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