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The Commercial Loan Agreement is a fundamental document used in Hong Kong's financial sector to facilitate business financing and corporate lending. It serves as the primary contract governing the lending relationship between financial institutions and corporate borrowers, structured in compliance with Hong Kong banking regulations and commercial law. This document is essential when businesses require substantial financing for operations, expansion, or specific projects. The agreement encompasses crucial elements including facility terms, security arrangements, financial covenants, and regulatory compliance requirements specific to Hong Kong's jurisdiction. It's particularly important for ensuring clarity in cross-border transactions while maintaining adherence to local legal requirements and banking practices.

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

2. Background: Context of the loan arrangement and brief description of the purpose of the facility

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

4. The Facility: Details of the loan amount, purpose, and any tranches or sub-facilities

5. Conditions Precedent: Prerequisites that must be satisfied before the loan can be drawn

6. Drawdown: Procedures and requirements for drawing down the loan

7. Interest: Interest rate, calculation method, payment dates, and default interest provisions

8. Repayment: Terms and schedule for repayment of the principal amount

9. Prepayment: Conditions and procedures for early repayment of the loan

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

11. Covenants: Positive and negative obligations of the borrower during the loan term

12. Events of Default: Circumstances that would constitute a default and their consequences

13. Changes to Parties: Provisions regarding assignment and transfer rights

14. Payments: Payment mechanics, currency, and timing requirements

15. Notices: Communication requirements and contact details

16. General Provisions: Miscellaneous legal provisions including severability, entire agreement, and amendments

17. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction for disputes