Facility Agreements (LIBOR Transition)

Extract 4 only

Finds the specific jurisdiction (country, city or state) that the "business day" definition pertains to.

London; Madrid

Business Day means a day (other than a Saturday or Sunday) on which banks are open for general business in London and Madrid.

Position 1 in the business day definition chain

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Finds the definition of "Business Day". Trained on Facility Agreements.

Business Day means a day (other than a Saturday or Sunday) on which banks are open for general business in London and Madrid.

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Position 2 in the business day definition chain

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Finds the clause that governs how the facility interest rate(s) are calculated. Trained on Facility Agreements.

8.1 Calculation of Interest The rate of interest on the Loan for each Interest Period is the percentage rate per annum which is the aggregate of the applicable: 8.1.1 Margin; and 8.1.2 Euribor, unless and until a Fixed Rate Transaction is agreed between the Parties, in which case such rate agreed pursuant to such transaction (excluding the Margin) shall apply, which rate shall be documented in writing.

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Finds the definition of the term “Currency”. It also finds a description of the facility containing a reference to the currency the facility is offered in. 

Base Currency means: (a) for Facility B and the Original Revolving Facility, euro; and (b) in relation to any Additional Facility, as agreed between the Company and the applicable Additional Facility Lenders.

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Finds the clause commonly entitled “Currency of Account”, which gives the currency the facility is offered and repaid in, as well as other currency-related matters. 

30.8 Currency of account (a) Subject to paragraphs (b) and (c) below, sterling is the currency of account and payment for any sum due from an Obligor under any Finance Document. (b) Each payment in respect of costs, expenses or Taxes shall be made in the currency in which the costs, expenses or Taxes are incurred. (c) Any amount expressed to be payable in a currency other than sterling shall be paid in that other currency.

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Extract 4 only

Finds the specific date of a Facility Agreements execution from within the clause or statement that defines the execution date of the agreement.

2015-03-21

THIS AGREEMENT is dated 21 MARCH 2015 and made between:

Position 1 in the date of agreement chain

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Finds a Facility Agreement’s execution date. Trained on Facility Agreements.

THIS AGREEMENT is dated 21 MARCH 2015 and made between:

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Position 2 in the date of agreement chain

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Finds the full clause relating to when default interest would be payable, the rate of interest and how this interest would be calculated. Trained on Facility Agreements.

10.3 Default interest (a) If an Obligor fails to pay any amount payable by it under a Finance Document on its due date, interest shall accrue on the overdue amount from the due date up to the date of actual payment (both before and after judgment) at a rate which, subject to paragraph (b) below, is 1.50% per annum higher than the rate which would have been payable if the overdue amount had, during the period of non-payment, constituted the Loan in the currency of the overdue amount for successive Interest Periods, each of a duration selected by the Agent (acting reasonably). Any interest accruing under this Clause 10.3 shall be immediately payable by the Obligor on demand by the Agent. (b) If any overdue amount consists of all or part of the Loan which became due on a day which was not the last day of an Interest Period relating to the Loan: (i) the first Interest Period for that overdue amount shall have a duration equal to the unexpired portion of the current Interest Period relating to the Loan; and (ii) the rate of interest applying to the overdue amount during that first Interest Period shall be 1.50% per annum higher than the rate which would have applied if the overdue amount had not become due. (c) Default interest (if unpaid) arising on an overdue amount will be compounded with the overdue amount at the end of each Interest Period applicable to that overdue amount but will remain immediately due and payable.

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Extract 4 only

Find the definitions of the terms “Facility” or “Loan”, which describe what forms of credit the lenders make available to the obligor. 

"Facility" means the term loan facility made available under this Agreement as described in Clause 2 (The Facility).

"Loan" means each and all of an Acquisition Refinance Loan and a Development Loan.

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Finds the contingency method for determining the screen rate when the primary method is unavailable. Trained on Facility Agreements.

10.1Unavailability of Screen Rate (a) Interpolated Screen Rate: If no Screen Rate is available for LIBOR for the Interest Period of the Loan or any part of the Loan, the applicable LIBOR shall be the Interpolated Screen Rate for a period equal in length to the Interest Period of the Loan or that part of the Loan. (b) Reference Bank Rate: If no Screen Rate is available for LIBOR for: (i) dollars; or (ii) the Interest Period of the Loan or any part of the Loan and it is not possible to calculate the Interpolated Screen Rate, the applicable LIBOR shall be the Reference Bank Rate as of the Specified Time and for a period equal in length to the Interest Period of the Loan or that part of the Loan. (c) Cost off unds: If paragraph (b) above applies but no Reference Bank Rate is available for dollars or for the relevant Interest Period there shall be no LIBOR for the Loan or that part of the Loan (as applicable) and Clause 10.4 (Cost off unds) shall apply to the Loan or that part of the Loan for that Interest Period.

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Finds definitions of "finance documents" and "loan documents". Trained on Facility Agreements.

“Finance Document” means: (a) this Agreement; (b) any Fee Letter; (c) each Utilisation Request; (d) the GSL Indenture Letter; (e) the Additional Prepayment Side Letter; (f) any Intercreditor Agreement; (g) any Security Document; (h) any Managers’ Undertakings; (i) any Acceding Lender Deed of Accession; (j) the Borrower Deed of Accession; (k) any Subordination Agreement; (l) any other document which is executed for the purpose of establishing any priority or subordination arrangement in relation to the Secured Liabilities; or (m) any other document designated as such by the Facility Agent and the Borrowers.

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Finds the whole clause pertaining to the governing law of the agreement.

35. GOVERNING LAW This Agreement and any non-contractual obligations arising out or in connection with it are governed by English law.

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Position 2 in the governing law chain

Normalisation is Extract 4 only

Finds the specific name of the governing law system. 

United Kingdom | England and Wales 

35. GOVERNING LAW This Agreement and any non-contractual obligations arising out or in connection with it are governed by English law.

Position 1 in the governing law chain

Extract 4 only

Finds the definition of the term "Intercreditor Agreement", which contains a description of the intercreditor agreement entered into by the lenders.

"Intercreditor Agreement" means the intercreditor agreement entered into or to be entered into by, amongst others, each Obligor, the Senior Borrower, the Mezzanine Holdco, the Agent, the Common Security Agent and the Lenders.

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Finds the whole clause identifying the courts with the power to hear a dispute.

(a) Any legal action or proceeding with respect to this Agreement or any other Loan Document shall be brought in the courts of the State of New York sitting in New York County or of the United States of America for the Southern District of New York,

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Position 2 in the jurisdiction chain

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Finds the whole clause identifying the courts with the power to hear a dispute.

State of New York sitting in New York County

(a) Any legal action or proceeding with respect to this Agreement or any other Loan Document shall be brought in the courts of the State of New York sitting in New York County or of the United States of America for the Southern District of New York,

Position 1 in the jurisdiction chain

Extract 4 only

Finds the percentage of the total commitments that qualifies a lender as a majority lender from within the definition of "Majority Lenders".

more than 662A% ; more than 662/3%

"Majority Lenders" means a Lender or Lenders whose Commitments aggregate more than 662A% of the Total Commitments or, if the Total Commitments have been reduced to zero, aggregated more than 662/3% of the Total Commitments immediately prior to the reduction.

Position 1 in the majority lenders chain

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Finds the definition of what constitutes a majority lender or super majority lender; usually a lender with an exposure above a certain percentage threshold. Trained on Facility Agreements.

"Majority Lenders" means a Lender or Lenders whose Commitments aggregate more than 662A% of the Total Commitments or, if the Total Commitments have been reduced to zero, aggregated more than 662/3% of the Total Commitments immediately prior to the reduction.

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Position 2 in the majority lenders chain

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Finds the definition of "Margin", "Applicable Margin", "Applicable Rate" and similar equivalents. Trained on Facility Agreements.

“Applicable Margin” means: (a) From and after the Second Restatement Effective Date until the first Adjustment Date, the percentages set forth in Level II of the pricing grid below; and (b) From and after the first Adjustment Date and on each Adjustment Date thereafter, the Applicable Margin shall be determined from the following pricing grid based upon the Average Excess Availability on the last day of the most recent Fiscal Quarter ended immediately preceding such Adjustment Date....

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Finds provisions on how general notices should be served upon a party and permissible forms of communication.

SECTION 8.01 Notices. (a) Notices Generally. Unless otherwise expressly provided herein, all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by facsimile to the applicable party hereto, and all notices and other communications expressly permitted hereunder to be given by telephone shall be made to the applicable telephone number, as provided in Schedule 8.01. Notices and other communications sent by hand or overnight courier service, or mailed by certified or registered mail, shall be deemed to have been given when received; notices and other communications sent by facsimile shall be deemed to have been given when sent (except that, if not given during normal business hours for the recipient, shall be deemed to have been given at the opening of business on the next Business Day for the recipient). Notices and other communications delivered through electronic communications to the extent provided in paragraph (b) below shall be effective as provided therein. (b) Electronic Communications. Notices and other communications to the Lender hereunder may be delivered or furnished by electronic communication (including e-mail and Internet or intranet websites) pursuant to procedures approved by the Lender; provided that the foregoing shall not apply to notices to the Lender pursuant to Article II if the Lender has notified the Borrower that it is incapable of receiving, or is unwilling to receive, notices under Article II by electronic communication. The Lender or the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications.

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Finds the defined term for Optional Currencies or equivalent definitions like "Alternative" or "Agreed" currencies. Trained on Facility Agreements.

“Alternative Currency ” means Euros, Sterling and each other currency (other than Dollars, Euros and Sterling) that is approved in accordance with Section 1.06.

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Finds the conditions to be met for a currency to constitute an Optional Currency, or the conditions for the loan to be denominated in an Optional Currency. Trained on Facility Agreements.

Section 1.06 Additional Alternative Currencies. (a) The Company may from time to time request that Revolving Loans be made and/or Letters of Credit be issued in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of Revolving Loans, such request shall be subject to the approval of the Administrative Agent and each of the Revolving Lenders under the applicable Revolving Facility; and in the case of any such request with respect to the issuance of relevant Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the relevant Issuing Bank.

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Extract 4 only

Finds and extracts each piece of information for a single party from a full party clause. The party information will be arranged on the review form in the order of (1) party name (2) party definition, (3) party number (4) party address separated by the | character. 

Name: ANGLO-JET LIMITED | Definition: Borrower); | Number: 413124121 | Address:123 Main Street, London, N1 9GH

Name:  FINBANK LIMITED | Definition: FinBank | Number: 2811/000014/09 | Address:

Name: ABC BANK LIMITED | Definition: Lead Arranger | Number: 143513141 | Address: Tower 1, Peeps Street, London, N1 8FD.

(1) ANGLO-JET LIMITED (incorporated under the laws of England & Wales) with registration number 413124121 (the Borrower) and registered office at 123 Main Street, London, N1 9GH;

(2) FINBANK LIMITED (acting through its Nedbank Corporate and Investment Banking division) (incorporated under laws of the South Africa) with registration number 2811/000014/09, as mandated lead arranger (FinBank).

(3) ABC BANK LIMITED (acting through its Corporate and Investment Banking division) (incorporated under the laws of France) with registration number 143513141, as mandated lead arranger (Lead Arranger) and registered office at Tower 1, Peeps Street, London, N1 8FD.

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Finds the market disruption conditions that must be present to trigger a change of screen rate. Trained on Facility Agreements.

10.3 Market disruption If before close of business in London on the Quotation Day for the relevant Interest Period the Facility Agent receives notification from a Lender or Lenders that the cost to it of funding its participation in the Loan or that part of the Loan from whatever source it may reasonably select would be in excess of LIBOR then Clause 10.4 (Cost of funds) shall apply to the Loan or that part of the Loan (as applicable) for the relevant Interest Period.

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Finds the rights and obligations that can follow a screen rate replacement event. Trained on Facility Agreements.

34.4 Replacement, of Screen Rate (a) Subject to Clause 34.3 (Other exceptions), if a Screen Rate Replacement Event has occurred in relation to the Screen Rate, any amendment or waiver which relates to: (i) providing for the use of a Replacement Benchmark in place of (or in addition to) the Screen Rate; and (ii) (A) aligning any provision of any Finance Document to the use of that Replacement Benchmark; (B) enabling that Replacement Benchmark to be used for the calculation of interest under this Agreement (including, without limitation, any consequential changes required to enable that Replacement Benchmark to be used for the purposes of this Agreement); (C) implementing market conventions applicable to that Replacement Benchmark; (D) providing for appropriate fallback (and market disruption) provisions for that Replacement Benchmark; or...

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Finds the clause commonly entitled “Right of Replacement of a Single Lender", which contains an obligors right to replace a lender in the event of specific occurences. 

7.6 Right of replacement or repayment and cancellation in relation to a single Lender (a) If: (i) any sum payable to any Lender by an Obligor is required to be increased under paragraph (c) of Clause 12.2 (Tax gross-up); or (ii) any Lender claims indemnification from the Company under Clause 12.3 (Tax indemnity) or Clause 13.1 (Increased costs), the Company may, whilst the circumstance giving rise to the requirement for that increase or indemnification continues, give the Facility Agent notice of cancellation of the Commitment of that Lender and its intention to procure the repayment of that Lender’s participation in the Loans or give the Facility Agent notice of its intention to replace that Lender in accordance with paragraph (d) below. (b) On receipt of a notice of cancellation referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced to zero.

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Finds the definition of "Replacement of Screen Rate Event" or similar definitions like "Benchmark Replacement Event". Trained on Facility Agreements.

“Screen Rate Replacement Event” means, in relation to a Screen Rate: (a) the methodology, formula or other means of determining that Screen Rate has, in the opinion of the Majority Lenders, and the Borrowers materially changed; (b) (i) (A) the administrator of that Screen Rate or its supervisor publicly announces that such administrator is insolvent; or (B) information is published in any order, decree, notice, petition or filing, however described, or filed with a court, tribunal, exchange, regulatory authority or similar administrative, regulatory or judicial body which reasonably confirms that the administrator of that Screen Rate is insolvent, provided that, in each case, at that time, there is no successor administrator to continue to provide that Screen Rate; (ii) the administrator of that Screen Rate publicly announces that it has ceased or will cease, to provide that Screen Rate permanently or indefinitely and, at that time, there is no successor administrator to continue to provide that Screen Rate;

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Extract 4 only

Finds the specific termination date from within the definition of "termination date" or "maturity date".

2019-04-30 *

Termination Date means 30 April 2019, or if the same is not a Business Day, the preceding Business Day.

Position 1 in the termination date chain

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Finds the termination date of the loan, or termination dates for each tranche or facility. Trained on Facility Agreements.

Termination Date means 30 April 2019, or if the same is not a Business Day, the preceding Business Day.

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Position 2 in the termination date chain

Extract 4 only

Finds the specific amount of the total commitments from within the definition of "Total Commitments" or similar definitions.

9750000000 $ *

Total Commitments means the aggregate of the Commitments of all the Lenders, being $9,750,000,000 as at the date of this Agreement.

Position 1 in the total commitments chain

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Finds the definition of total commitments, or totals for specific tranches or facilities. Trained on Facility Agreements.

Total Commitments means the aggregate of the Commitments of all the Lenders, being HK$9,750,000,000 as at the date of this Agreement.

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Position 2 in the total commitments chain