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1. Parties: Identification of lender(s) and borrower(s) with full legal names and addresses
2. Background: Brief context of the facility arrangement and purpose
3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and interpretation rules
4. The Facilities: Details of the credit facilities being provided, including types, amounts, and purpose
5. Conditions Precedent: Prerequisites that must be satisfied before the facility can be drawn
6. Drawdown: Procedures and requirements for drawing down the facilities
7. Interest: Interest rates, calculation methods, and payment terms
8. Repayment: Terms and schedule for repayment of the facilities
9. Fees and Expenses: All fees, costs, and expenses payable under the facility
10. Representations and Warranties: Standard representations and warranties given by the borrower
11. Covenants: Positive and negative undertakings of the borrower
12. Events of Default: Circumstances constituting default and consequences
13. Changes to Parties: Provisions regarding assignment and transfer rights
14. Payments: Payment mechanics, currency, and set-off rights
15. Notices: Communication requirements and contact details
16. General Provisions: Miscellaneous legal provisions including amendments, waivers, severability
17. Governing Law and Jurisdiction: Hong Kong law as governing law and jurisdiction provisions
1. Security: Required if the facility is secured - details of security arrangements and enforcement rights
2. Guarantee: Required if there are guarantors - terms of guarantee and indemnity
3. Syndication Provisions: Required for syndicated facilities - includes majority lender decisions and agent provisions
4. Market Disruption: Required for HIBOR-based facilities - provisions dealing with market disruption events
5. Increased Costs and Tax Gross-Up: Required for corporate borrowers - provisions dealing with changes in law or tax affecting the facility
6. Set-Off Rights: Optional enhanced set-off rights for the lender
7. Special Drawing Conditions: Required for specialized facilities like revolving credits or trade finance
8. Corporate Requirements: Required for corporate borrowers - specific corporate representations and undertakings
1. Facility Terms: Detailed commercial terms including facility limits, interest rates, fees, and repayment schedule
2. Conditions Precedent Documents: List of required documents and conditions to be satisfied before drawdown
3. Form of Drawdown Request: Standard form for borrower to request drawdown of facilities
4. Form of Compliance Certificate: Template for periodic compliance certification by borrower
5. Security Documents: List and copies of security documents if facility is secured
6. Repayment Schedule: Detailed amortization schedule if term loan
7. Fee Schedule: Detailed breakdown of all fees and charges
8. Form of Transfer Certificate: Standard form for transfer of participation in the facility
9. Contact Details: Complete contact information for all parties and their authorized representatives
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