Representations and guarantees are similar in all facility agreements. They focus on the borrower`s legal capacity to enter into financing agreements and the nature of the borrower`s activity. They will often be broad and the borrower may try to limit them to issues that, if not correct, would have a significant negative effect. This qualification may apply to a large number of insurance and guarantees relating to the borrower`s activities (for example. B litigation, environmental and accounting matters), but will probably not be acceptable to the lender in order to limit the borrower`s ability to enter into financing agreements or with respect to important financial information. Particular attention should be paid to all “default cross” clauses that affect the fact that a failure in one agreement triggers a standard between another. These should not apply to on-demand facilities provided by the lender and should include thresholds defined accordingly. 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. 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.
“Common agency.” Merriam-Webster.com Dictionary, Merriam-Webster, www.merriam-webster.com/dictionary/joint%20facility. Access 11 Dec 2020. Request to cancel the Common Facility Agreements Finally, in its declaration of application and opening, BNSF stated that if its application to final track rights is refused, BNSF seeks to “transcribe the terms of the common facility agreements to which KCS has referred to block BNSF`s direct access to the Lake Charlesarea chargers”. (BNSF Appl. Finally, an agreement on union facilities will contain many provisions concerning a bank of agents and its role. These will often not be of immediate importance to the borrower, but it should consider whether the agent bank can only be replaced by its consent and that the agent bank has sufficient powers to act autonomously to give the borrower the flexibility it needs. A borrower does not wish to obtain the agreement or waiver declarations of a large consortium of lenders. Borrowers: The definition of the borrower includes all group companies that require access to the loan, including revolving credits (flexible credits as opposed to a fixed amount repaid in increments) or the working capital component. This should also include all target companies acquired with the funds made available.
Subsidiaries that need a provision may need to join the group of borrowers. If there is a reason why the affected companies cannot be parties to the agreement when they are executed – for example. B in the event of an acquisition by limited companies – prior approval from the bank would be required for them to be included in the agreement at a later date. If there are foreign companies in the group, it is worth asking whether they will have access to credit facilities or how.