The Term Facility Agreement is a crucial document used in Indian banking and finance transactions to document term loan facilities provided by banks or financial institutions to borrowers. It is commonly used for both corporate and project financing needs, setting out the detailed terms and conditions of the lending arrangement. The agreement must comply with Indian banking regulations, including RBI guidelines and the Banking Regulation Act 1949, while incorporating necessary provisions under the Indian Contract Act 1872. It typically includes comprehensive provisions on facility terms, drawdown mechanics, repayment schedules, security structure, representations, warranties, covenants, and events of default. The document is essential for any significant lending transaction in India and requires careful consideration of local law requirements, including stamp duty and registration obligations.
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1. Parties: Identification of the lender(s), borrower(s) and any guarantors
2. Background: Context of the facility and purpose of the loan
3. Definitions and Interpretation: Definitions of terms used and rules of interpretation
4. The Facility: Core terms including facility amount, purpose, and availability
5. Conditions Precedent: Conditions to be satisfied before drawdown
6. Drawdown: Process and requirements for utilization of the facility
7. Interest: Interest rate, calculation periods, and payment provisions
8. Repayment: Terms and schedule of repayment
9. Prepayment: Voluntary and mandatory prepayment provisions
10. Fees: All applicable fees including arrangement, commitment and processing fees
11. Tax Provisions: Tax gross-up, indemnities and related provisions
12. Representations and Warranties: Standard and transaction-specific representations
13. Information Undertakings: Requirements for financial and other information
14. General Undertakings: Positive and negative covenants
15. Events of Default: Default triggers and consequences
16. Changes to Parties: Assignment and transfer provisions
17. Administration: Payment mechanics, notices and calculations
18. Governing Law and Jurisdiction: Choice of law and dispute resolution provisions
1. Security: Required if the facility is secured, detailing security structure and enforcement
2. Guarantee: Required if there are guarantors, containing guarantee terms
3. Agent Provisions: Required for syndicated facilities with an agent bank
4. Currency Provisions: Required for foreign currency facilities
5. Project Specific Undertakings: Required for project finance facilities
6. Account Bank Provisions: Required if specific account maintenance requirements exist
7. Intercreditor Provisions: Required if multiple creditor classes are involved
8. Financial Covenants: Optional based on credit requirements and borrower status
1. Conditions Precedent: List of required documents and conditions
2. Form of Drawdown Request: Template for utilization requests
3. Repayment Schedule: Detailed amortization schedule
4. Form of Transfer Certificate: Template for transfers between lenders
5. Form of Compliance Certificate: Template for periodic compliance reporting
6. Security Documents: Forms of security documents if applicable
7. Borrower Group Structure: Corporate structure chart of borrower group
8. Interest Calculation Examples: Illustrations of interest calculations
9. Form of Accession Deed: Template for new parties joining the agreement
10. Existing Financial Indebtedness: List of permitted existing debt
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