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The Credit Facilities Agreement serves as the primary documentation for lending arrangements in the Philippines, establishing the legal framework for credit provision between financial institutions and borrowers. This document is essential when a borrower seeks various forms of credit facilities, such as term loans, revolving credits, or working capital facilities. The agreement must comply with Philippine banking regulations, particularly the General Banking Law of 2000 and BSP circulars, while incorporating international banking practices where applicable. It typically includes detailed provisions on facility limits, drawdown mechanisms, interest calculations, security arrangements, financial covenants, and reporting requirements. The document is crucial for both domestic and international lending transactions in the Philippine market, requiring careful consideration of local security perfection requirements and regulatory restrictions.

1. Parties: Identification of the lender(s) and borrower(s), including their complete legal names, addresses, and registration details

2. Background: Context of the agreement, relationship between parties, and purpose of the credit facilities

3. Definitions and Interpretation: Comprehensive list of defined terms and interpretation rules used throughout the agreement

4. The Facilities: Detailed description of each credit facility, including types, amounts, purposes, and availability periods

5. Conditions Precedent: List of conditions that must be satisfied before the facilities can be utilized

6. Utilization: Procedures and requirements for drawing down the facilities, including notice requirements and minimum amounts

7. Interest: Interest rates, calculation methods, payment periods, and default interest provisions

8. Repayment and Prepayment: Terms for scheduled repayments, voluntary prepayments, and mandatory prepayment events

9. Fees and Expenses: All applicable fees, charges, and cost reimbursement obligations

10. Tax Provisions: Tax-related obligations, gross-up provisions, and tax indemnities

11. Representations and Warranties: Statements of fact and assurances given by the borrower

12. Information Undertakings: Borrower's obligations to provide financial and other information

13. General Undertakings: Positive and negative covenants governing the borrower's conduct

14. Financial Covenants: Financial ratios and metrics the borrower must maintain

15. Events of Default: Circumstances constituting default and their consequences

16. Changes to Parties: Rules regarding assignments, transfers, and changes to the parties

17. Administration: Practical aspects of managing the facility, including payments and communications

18. Governing Law and Enforcement: Choice of law, jurisdiction, and dispute resolution provisions