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A Revolving Credit Facility Agreement is a key financing document used when a borrower requires flexible access to funding over an extended period. This agreement, governed by South African law, establishes a commitment from the lender to provide funds that can be drawn, repaid, and redrawn according to the borrower's needs, subject to an overall facility limit. The document must comply with South African banking regulations, particularly the National Credit Act and Financial Intelligence Centre Act requirements. It includes comprehensive provisions covering facility mechanics, conditions for utilization, interest calculations, representations and warranties, financial and general covenants, and events of default. The agreement is particularly useful for businesses requiring working capital flexibility or funding for ongoing operational needs.

1. Parties: Identification of the lender(s), borrower(s), facility agent (if applicable), and security trustee (if applicable)

2. Background: Brief description of the facility purpose and context

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

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

5. Utilisation: Process and conditions for drawing down the facility, including notice requirements

6. Repayment and Prepayment: Terms for repayment, rollover, and voluntary/mandatory prepayment

7. Interest and Fees: Interest calculation, payment periods, default interest, and facility fees

8. Tax Provisions: Tax gross-up, indemnities, and VAT treatment

9. Increased Costs and Illegality: Provisions for dealing with changes in law or circumstances affecting the facility

10. Representations and Warranties: Standard and transaction-specific representations by the borrower

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

12. Financial Covenants: Financial maintenance covenants and testing requirements

13. General Undertakings: Positive and negative undertakings of the borrower

14. Events of Default: Circumstances constituting default and consequences

15. Changes to Parties: Transfer and assignment provisions

16. Administration: Payment mechanics, notices, calculations

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