Facility Agreements (Recession Planning)

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 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 chain

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Finds provisions within a cross-default event of default clause, on the topic of another lender cancelling or suspending its commitment to the borrower or further obligors.

(c) Any commitment for any Financial Indebtedness of any member of the Group is cancelled or suspended by a creditor of any member of the Group as a result of an event of default (however described).

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Finds cure rights - Actions or rights that can be taken to remedy a breach of financial covenants or failure to meet financial undertakings. Trained on Facility Agreements.

22.4 Equity Cure (a) Subject to clauses 22.4(b) to 22.4(g) (inclusive) and in the event that any requirement of clauses 22.2(a), 22.2(b) or 22.2(c) is not complied with in respect of a Relevant Period (Original Relevant Period), no Event of Default under clause 24.2(a) (Financial covenants and other obligations) will occur in respect of such failure to comply, provided that: (i) no later than 5 Business Days after the date on which the relevant financial statements and related Compliance Certificate for the Original Relevant Period evidencing such failure to comply are due to be delivered pursuant to...

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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.

21/05/2015

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

Extract 4 only

Finds the specific value relating to the minimum amount that must be met before circumstances can be considered an event of default from within the de minimis clause. 

No Event of Default will occur under this Clause 24.5 if: (a) the aggregate amount of such Financial Indebtedness or commitment for such Financial Indebtedness falling within Clauses 24.5.1 to 24.5.4 is less than £2,500,000 (or its equivalent in any other currency or currencies); or (b) the Financial Indebtedness is incurred under a Hedging Agreement.

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Position 1 in the De minimis chain

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Finds monetary minimums or thresholds that must be met before circumstances can be considered an event of default. Will find the definitions of "Threshold Amounts" and aggregate amounts of judgements or orders. Trained on Facility Agreements.

No Event of Default will occur under this Clause 24.5 if: (a) the aggregate amount of such Financial Indebtedness or commitment for such Financial Indebtedness falling within Clauses 24.5.1 to 24.5.4 is less than £2,500,000 (or its equivalent in any other currency or currencies); or (b) the Financial Indebtedness is incurred under a Hedging Agreement.

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Position 2 in the De minimis chain

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Finds all the rights that the lender or agent can exercise on or after an event of default. Trained on Facility Agreements.

24.15 Acceleration On and at any time after the occurrence of an Event of Default which is continuing the Agent may, and shall if so directed by the Majority Lenders, by notice to the Company (with a copy to each Hedging Counterparty): 24.15.1 cancel the Total Commitments whereupon they shall immediately be cancelled; 24.15.2 declare that all or part of the Loans, together with accrued interest, and all other amounts accrued or outstanding under the Finance Documents be immediately due and payable, whereupon they shall become immediately due and payable; and/or 24.15.3 declare that all or part of the Loans be payable on demand, whereupon they shall immediately become payable on demand by the Agent on the instructions of the Majority Lenders.

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Finds the default interest rate or how it is calculated either within a definition or the main default interest clause. Trained on Facility Agreements. 

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.

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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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Finds provisions where cross-default constitutes an Events of Default. Trained on Facility Agreements.

23.6 Cross default (a) Any Financial Indebtedness of any member of the Group is not paid when due nor within any originally applicable grace period. (b) Any Financial Indebtedness of any member of the Group is declared to be or otherwise becomes due and payable prior to its specified maturity as a result of an event of default (however described). (c) Any commitment for any Financial Indebtedness of any member of the Group is cancelled or suspended by a creditor of any member of the Group as a result of an event of default (however described). (d) Any creditor of any member of the Group becomes entitled to declare any Financial Indebtedness of any member of the Group due and payable prior to its specified maturity as a result of an event of default (however described). (e) No Event of Default will occur under this Clause 23.6: (i) as a result of any Financial Indebtedness arising under any derivative, hedging or other treasury transaction becoming due and payable prior to its specified maturity as a result of an automatic early termination event (however described) under such derivate, hedging or other treasury transaction by reason of the insolvency or other default of the counterparty to (or of a specified entity of such counterparty), or any credit support provider of, such derivate, hedging or other treasury transaction; (ii) if the relevant Financial Indebtedness is owed to other members of the Group; or (iii) the aggregate amount of Financial Indebtedness or commitment for Financial Indebtedness falling within paragraphs (a) to (d) above is less than EUR 15,000,000 (or its equivalent in any other currency or currencies).

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Finds provisions where borrower insolvency or bankruptcy constitutes an Events of Default. Trained on Facility Agreements.

23.7 Insolvency (a) The Company or any of its Material Subsidiaries: (i) is unable or admits inability to pay its debts as they fall due; (ii) suspends making payments on any of its debts; or (iii) by reason of actual or anticipated financial difficulties, commences negotiations with one or more of its creditors (excluding any Finance Party in its capacity as such) with a view to rescheduling any of its indebtedness. (b) A moratorium is declared in respect of any indebtedness of the Company or any of its Material Subsidiaries. 23.8 Insolvency proceedings. Any corporate action, legal proceedings or other procedure or step is taken in relation to: (a) the suspension of payments, a moratorium of any indebtedness, winding-up, dissolution, administration or reorganisation (by way of voluntary arrangement, scheme of arrangement or otherwise) of the Company or any of its Material Subsidiaries other than as a consequence of a solvent liquidation or reorganisation of any Material Subsidiary which is not an Obligor; (b) a composition, compromise, assignment or arrangement with any creditor of the Company or any of its Material Subsidiaries (excluding any composition, compromise, assignment or arrangement agreed with any Finance Party in its capacity as such); (c) the appointment of a liquidator (other than in respect of a solvent liquidation of a Material Subsidiary which is not an Obligor), receiver, administrative receiver, administrator, compulsory manager or other similar officer in respect of any member of the Company or any of its Material Subsidiaries or any of their respective assets; or (d) enforcement of any Security over any assets of the Company or any of its Material Subsidiaries, or any analogous procedure or step is taken in any jurisdiction. This Clause 23.8 shall not apply to any petition which disputed by the relevant member of the Group in good faith and is discharged, stayed or dismissed within 45 days of commencement.

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Finds provisions where a material adverse change constitutes an Events of Default. Trained on Facility Agreements.

23. EVENTS OF DEFAULT Each of the events or circumstances set out in this Clause 23 is an Event of Default...
23.17 Material adverse change Any event or circumstance occurs which has or is reasonably likely to have a Material Adverse Effect.

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Finds provisions where non-payment of outstanding debt constitutes an Events of Default. Trained on Facility Agreements.

23. EVENTS OF DEFAULT Each of the events or circumstances set out in this Clause 23 is an Event of Default (save for Clause 23.18 (Acceleration)). 23.1 Non-payment An Obligor does not pay on the due date any amount payable pursuant to a Finance Document at the place and in the currency in which it is expressed to be payable unless: (a) its failure to pay is caused by: (i) administrative or technical error; or (ii) a Disruption Event; or (iii) the Agent failing to exercise its signing rights in relation to the Accounts in accordance with Clause 16 (Bank Accounts); and (b) (in the case of paragraph (i) and (ii) above) payment is made within five Business Days of its due date.

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Extract 4 only

Finds the specific time period within which the borrower can rectify non-repayment of commitments before it becomes an event of default.

three Business Days

22.1.2 in either case, payment is made within three Business Days of its due date;

Position 1 in the Grace period chain

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Finds the grace period given to the borrower to rectify non-repayment of commitments before it becomes an event of default. This also includes the reason for the grace-period (e.g. technical or administrative errors) 

22.1.2 in either case, payment is made within three Business Days of its due date;

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Position 2 in the Grace period chain

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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Extract 4 only

Finds the clause commonly entitled "FATCA Deduction", which govern deductions mandated by the Foreign Account Tax Compliance Act. It also finds any obligation to notify another party when a FATCA deduction must be made. 

12.8 FATCA Deduction (a) Each Party may make any FATCA Deduction it is required to make by FATCA, and any payment required in connection with that FATCA Deduction, and no Party shall be required to increase any payment in respect of which it makes such a FATCA Deduction or otherwise compensate the recipient of the payment for that FATCA Deduction. (b) Each Party shall promptly, upon becoming aware that it must make a FATCA Deduction (or that there is any change in the rate or the basis of such FATCA Deduction), notify the Party to whom it is making the payment and, in addition, shall notify each Obligor and the Facility Agent and the Facility Agent shall notify the other Finance Parties.

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Finds all financial covenants that the borrower should comply with. Trained on Facility Agreements.

21 FINANCIAL COVENANTS 21.1Parent Guarantor’s financial covenants The Parent Guarantor shall, on each Testing Date and throughout the Security Period, comply with the following covenants: (a) Minimum net, worth The Net Worth of the Parent Guarantor shall not be less than $50,000,000. (b) Value Adjusted Leverage Ratio The Value Adjusted Leverage Ratio shall not exceed 75 per cent. (c) Liquidity Covenant. The Consolidated Liquidity of the Parent Guarantor shall, on each Testing Date, be equal to the higher of (i)$6,650,000 and (ii) the aggregate of (A) the product of $350,000 and the number of Fleet Vessels (other than the Ships) owned by the Subsidiaries of the Parent Guarantor at that time and (B) the product of $500,000 and the number of Ships then subject to a Mortgage.....

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Finds the definition of "financial indebtedness" and related contextual language. Trained on Facility Agreements.

Financial Indebtedness means any indebtedness for or in respect of: (a) moneys borrowed (b) any amount raised by acceptance under any acceptance credit facility or dematerialised equivalent (c) any amount raised pursuant to any note purchase facility or the issue of bonds, notes, debentures, loan stock or any similar instrument (d) the amount of any liability in respect of any lease or hire purchase contract which would, in accordance with GAAP, be treated as a balance sheet liability (other than any liability in respect of a lease or hire purchase contract which would, in accordance with GAAP in force prior to 1 January 2019, have been treated as an operating lease); (e) receivables sold or discounted (other than any receivables to the extent they are sold on a non¬ recourse basis) (f) any amount raised under any other transaction (including any forward sale or purchase agreement) of a type not referred to in any other paragraph of this definition having the commercial effect of a borrowing (g) any derivative transaction entered into in connection with protection against or benefit from fluctuation in any rate or price (and, when calculating the value of any derivative transaction, only the marked to market value (or, if any actual amount is due as a result of the termination or close-out of that derivative transaction, that amount) shall be taken into account)....

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Finds provisions on how compliance with the financial covenant will be certified. Trained on Facility Agreements.

20.2 Compliance Certificate (a) The Company shall supply to the Agent, with each set of financial statements delivered pursuant to clause 20.1(a) or clause 20.1(d), a Compliance Certificate: (i) setting out (in reasonable detail) computations as to compliance with clause 21 (Financial covenants) as at the date as at which those financial statements were drawn up; and (ii) (in the case of the audited financial statements) confirming, among other things, which companies constitute Material Group Companies and details required by clause 22.10 (Guarantors). (b) Each Compliance Certificate shall be signed by an officer of the Company and another member of Management.

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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 in Extract 4 only

Finds the specific name of the governing law of the agreement.

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

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Finds the Guarantor’s obligation to guarantee the Obligor’s performance and indemnify for losses. Trained on Facility Agreements.

18 GUARANTEE AND INDEMNITY 18.1 Guarantee and indemnity. Each Guarantor irrevocably and unconditionally jointly and severally: (a) guarantees to each Finance Party punctual performance by the Borrower of all its obligations under the Finance Documents; (b) undertakes with each Finance Party that whenever the Borrower does not pay any amount when due under or in connection with any Finance Document, that Guarantor shall immediately on demand pay that amount as if it was the principal obligor; and (c) agrees with each Finance Party that if any obligation guaranteed by it is or becomes unenforceable, invalid or illegal, it will, as an independent and primary obligation, indemnify that Finance Party immediately on demand against any cost, loss or liability it incurs as a result of the Borrower not paying any amount which would, but for such unenforceability, invalidity or illegality, have been payable by it under any Finance Document on the date when it would have been due. The amount payable by a Guarantor under this indemnity will not exceed the amount it would have had to pay under this Clause 18 if the amount claimed had been recoverable on the basis of a guarantee.

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Finds any type of indemnity given by one party to another, including the type of loss and protocols for enforcing.

The Borrower shall indemnify the Lender and the Related Parties of each of them for all losses, costs, expenses and liabilities resulting from the reliance of such Person on each notice purportedly given by or on behalf of the Borrower. All telephonic notices to and telephonic communications with the Lender may be recorded by the Lender, and each of the parties hereby consents to such recording. The Lender may consult with legal counsel (who may be counsel for the Borrower), independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

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Finds the definition of "insolvency event" or "bankruptcy event". Trained on Facility Agreements.

“Insolvency Event” in relation to an entity means that the entity: (a) is dissolved (other than pursuant to a consolidation, amalgamation or merger); (b) becomes insolvent or is unable to pay its debts or fails or admits in writing its inability generally to pay its debts as they become due; (c) makes a general assignment, arrangement or composition with or for the benefit of its creditors;...

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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 clauses commonly entitled "Mandatory Prepayment" or "Prepayment and Cancellation", which contain events that oblige the obligor to repay the facility before the scheduled maturity date.

7.1 Illegality If, in any applicable jurisdiction, it becomes unlawful for any Lender to perform any of its obligations as contemplated by this Agreement or to fund or maintain its participation in any Loan or it becomes unlawful for any Affiliate of a Lender to do so: (a) that Lender shall promptly notify the Agent upon becoming aware of that event; (b) upon the Agent notifying the Mezzanine Borrower, the Available Commitments of that Lender will be immediately cancelled; and

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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 provisions that obligate the borrower to give notice of default to the agent or other lenders, any formalities and the consequences. Trained on Facility Agreements.

19.7 Notification of default (a) Each Obligor shall notify the Agent and the Mezzanine Security Agent of any Default (and the steps, if any, being taken to remedy it) promptly upon becoming aware of its occurrence (unless that Obligor is aware that a notification has already been provided by another Obligor). The Agent and the Mezzanine Security Agent shall not be deemed to have received such notice until such time as the notice has actually been received. (b) Promptly upon a request by the Agent, the Mezzanine Borrower shall supply to the Agent a certificate signed by two of its directors certifying that no Default is continuing (or if a Default is continuing, specifying the Default and the steps, if any, being taken to remedy it).

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Extract 4 only

Finds the clause commonly entitled “Assignment or Transfer by Transaction Obligor”, which contains the obligor’s right to assign. Also finds if the obligor should gain the lender or agent’s consent. 

25.1 Assignments and transfer by Obligors No Obligor may assign any of its rights or transfer any of its rights or obligations under the Finance Documents.

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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 form of the borrower’s financial indebtedness that are permitted under the agreement. Trained on Facility Agreements.

Section 8.1 Indebtedness None of the Parent or any Borrower shall (x) and shall not permit any Captive Insurance Subsidiary or any of the Parent’s Restricted Subsidiaries to, directly or indirectly create, incur, assume or otherwise become or remain directly or indirectly liable with respect to any Indebtedness or (y) issue Disqualified Stock except for the following: (a) the Obligations; (b) (i) Indebtedness existing on the Effective Date and (x) disclosed on Schedule 8.1 or (y) incurred in compliance with the Existing Credit Agreement and (ii) the Existing Senior Indebtedness; (c) Guaranty Obligations incurred by any Loan Party in respect of Indebtedness of any Loan Party that is permitted by this Section 8.1; (d) (i) secured Indebtedness of the Parent or any Restricted Subsidiary including Capital Lease Obligations and purchase money Indebtedness incurred by the Parent or a Restricted Subsidiary of the Parent to finance (concurrently with or within 90 days after) the acquisition of tangible property (including marine vessels) and Indebtedness in respect of sale and leaseback transactions permitted under Section 8.13 and (ii) unsecured Indebtedness of the Parent or any Restricted Subsidiary, not to exceed an aggregate outstanding principal amount of $10,000,000.00 at any time; for all of the foregoing Indebtedness described in clauses (i) and (ii) above not to exceed an aggregate outstanding principal amount of $50,000,000.00 at any time; (e) (i) on and after the Tranche B Funding Date, Refinancing Senior Notes Indebtedness and increases thereof in lieu of cash payments of interest and (ii) Refinancing Indebtedness in respect of Indebtedness permitted by clause (b) above (other than the NO 105 Indebtedness) and this clause (e)(ii);...

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Extract 4 only

Finds the clause commonly entitled “Repayment of Loans”, which describes the deadline for when the obligor should repay the loans. 

10. REPAYMENT 10.1 Repayment of Facility B Loans (a) Each Facility B Borrower shall repay, or procure the repayment of, the aggregate outstanding principal amount of the Facility B Loans made to it in full on the Termination Date in respect of Facility B in euro. (b) The Borrowers may not reborrow any part of a Facility B Loan which is repaid. 10.2 Repayment of Additional Facility Loans (a) Each Borrower of an Additional Facility Loan which is made available under a Term Facility shall repay that Additional Facility Loan borrowed by it: (i) in relation to an Additional Facility which is repayable in instalments, in instalments by repaying on each applicable Amortising Facility Repayment Date the amount set opposite that Amortising Facility Repayment Date as set out in the table in the relevant Additional Facility Notice; and...

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Finds the definition of "security documents" and related contextual language. Trained on Facility Agreements.

“Security Document” means: (a) any LLC Interests Security; (b) any Mortgage; (c) any Deed of Covenant (if applicable); (d) any General Assignment; (e) any Account Security; (f) any Charterparty Assignment; (g) any Manager’s Undertaking; (h) any Subordinated Debt Security; (i) any other document (whether or not it creates Security) which is executed as security for the Secured Liabilities; or (j) any other document designated as such by the Facility Agent and the Borrowers.

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Extract 4 only

Finds the clauses comonly entitled "Tax Gross Up", or "Witholdings", that contain an obligation on the obligor to make payments without deducting tax. 

12.2 Tax gross-up (a) Each Obligor shall make all payments to be made by it without any Tax Deduction, unless a Tax Deduction is required by law. (b) The Borrowers shall promptly upon becoming aware that an Obligor must make a Tax Deduction (or that there is any change in the rate or the basis of a Tax Deduction) notify the Facility Agent accordingly. Similarly, a Lender shall notify the Facility Agent on becoming so aware in respect of a payment payable to that Lender. If the Facility Agent receives such notification from a Lender it shall notify the Borrowers and that Obligor....

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Extract 4 only

Finds the clause commonly entitled "Tax Indemnity", that contains a promise given by obligors or lenders to cover losses related to tax. It should also find any exemptions or limitations to the indemnity

12.3 Tax indemnity (a) The Obligors shall (within three Business Days of demand by the Facility Agent) pay to a Protected Party an amount equal to the loss, liability or cost which that Protected Party determines will be or has been (directly or indirectly) suffered for or on account of Tax by that Protected Party in respect of a Finance Document. 42 (b) Paragraph (a) above shall not apply: (i) with respect to any Tax assessed on a Finance Party: (A) under the law of the jurisdiction in which that Finance Party is incorporated or, if different, the jurisdiction (or jurisdictions) in which that Finance Party is treated as resident for tax purposes; or (B) under the law of the jurisdiction in which that Finance Party’s Facility Office is located in respect of amounts received or receivable in that jurisdiction, if that Tax is imposed on or calculated by reference to the net income received or receivable (but not any sum deemed to be received or receivable) by that Finance Party; or (ii) to the extent a loss, liability or cost: (A) is compensated for by an increased payment under Clause 12.2 (Tax gross-up); or (B) relates to a FATCA Deduction required to be made by a Party....

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Extract 4 only

Finds the representation clauses comonly entitled "Taxes", "Deduction of Tax", "No filing or stamp taxes", or "VAT". These representations are given by the obligor to the lender in relation to the payment of taxes. 

19.11 No filing or stamp taxes Under the laws of its Relevant Jurisdictions it is not necessary that the Finance Documents to which it is a party be registered, filed, recorded, notarised or enrolled with any court or other authority in that jurisdiction or that any stamp, registration, notarial or similar Taxes or fees be paid on or in relation to the Finance Documents to which it is a party or the transactions contemplated by those Finance Documents....

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Extract 4 only

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

30/04/2019

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 1 in the Total Commitments chain

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Finds defences that a Guarantor cannot rely upon in the performance of their obligations in guaranteeing the loan or enforcement of the indemnities. Trained on Facility Agreements.

18.4 Waiver of defences The obligations of each Guarantor under this clause 18 will not be affected by an act, omission, matter or thing which, but for this clause, would reduce, release or prejudice any of its obligations under this clause 18 (without limitation and whether or not known to it or any Finance Party) including: (a) any time, waiver or consent granted to, or composition with, any Obligor or other person; (b) the release of any other Obligor or any other person under the terms of any composition or arrangement with any creditor of any member of the Group; (c) the taking, variation, compromise, exchange, renewal or release of, or refusal or neglect to perfect, take up or enforce, any rights against, or security over assets of, any Obligor or other person or any non-presentation or non-observance of any formality or other requirement in respect of any instrument or any failure to realise the full value of any security; (d) any incapacity or lack of power, authority or legal personality of or dissolution or change in the members or status of an Obligor or any other person;...

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