The existence of a union does not affect certain provisions of an ease agreement. For example, there will also be a definition of “majority lenders” that is required for approval for certain measures. It is normal for this definition to amount to two-thirds of syndicated banks based on the amount of their interest in the loan. The borrower should ensure that all unionized banks are “qualifying banks” for the above reasons, and once again, an appropriate guarantee may be appropriate. There are many definitions in each facility agreement, but most are either standard – and generally uncontested – or specifically for individual transactions. They should be carefully considered and, if necessary, carefully considered using the lender`s offer letter/offer sheet. A facility agreement can be divided into four sections: mandatory costs: this formula, which deals with the costs incurred by banks to meet their regulatory obligations, is rarely negotiated. It is made available as a timetable for the agreement of the institutions. However, the interest rate should only apply to libor facilities and not to basic interest facilities, since a bank`s basic interest rate already contains an amount corresponding to the mandatory costs. Representations and guarantees: these should be carefully considered in all transactions. It should be noted, however, that the purpose of insurance and guarantees in a facility agreement differs from its purpose in purchase and sale contracts. The lender will not attempt to sue the borrower for breach of representation and guarantee – instead, it will use an infringement as a mechanism to call a default event and/or ask for repayment of the loan.
A disclosure letter is therefore not required with respect to insurance and guarantees in the facility agreements. Any positive commitment that the lender`s facility will always prevail over the borrower`s other debts may be rejected, as this is not always under the borrower`s control. A negative agreement that the borrower does not take steps to influence the order of priority of the facility may be an acceptable alternative. Guarantees and guarantees should only be valid as long as the funds are returned to the lender or the lender is required to provide loans, and all insurance and guarantees applicable to the original information (. B for example, the business plan or the accountants` report) should not be repeated throughout the life of the facility. There will also be delay provisions for breaches of the convention itself. They may grant time for remedial action on the part of a borrower and, in any event, apply only to substantial infringements or violations of the main provisions of the agreement. The provision for non-payment usually includes additional time to cover administrative or technical difficulties.