1. Parties: Identification of the borrower(s), lender(s), facility agent, and security trustee if applicable
2. Background: Context of the facility, including purpose and basic commercial terms
3. Definitions and Interpretation: Comprehensive definitions of terms used and interpretation rules
4. The Facilities: Detailed terms of each facility, commitments, and purpose
5. Conditions Precedent: Conditions required before utilization, including documentation and legal requirements
6. Utilization: Process and requirements for drawing down the facilities
7. Repayment: Terms and schedule of repayment, including prepayment provisions
8. Interest: Interest calculation, periods, payment, and default interest provisions
9. Fees: All applicable fees including arrangement, commitment, and agency fees
10. Tax Gross Up and Indemnities: Tax provisions including withholding tax requirements under Philippine law
11. Changes in Circumstances: Provisions for market disruption, increased costs, and illegality
12. Representations and Warranties: Standard and Philippine-specific representations and warranties
13. Information Undertakings: Financial and other information to be provided by the borrower
14. Financial Covenants: Financial maintenance covenants and related definitions
15. General Undertakings: Positive and negative covenants, including Philippine law compliance
16. Events of Default: Default triggers and consequences
17. Changes to Parties: Transfer and assignment provisions
18. Administration: Role of facility agent and payment mechanics
19. Notices: Communication requirements and methods
20. Calculations and Evidence of Debt: Basis for calculations and evidence of amounts owed
21. Remedies and Waivers: Rights and remedies of the finance parties
22. Governing Law and Enforcement: Philippine law as governing law and enforcement provisions
23. Execution: Signature blocks and execution formalities
