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The Facility Agreement Loan is a fundamental document in corporate lending transactions under Irish law, used when a lender provides financial facilities to a borrower. This agreement is essential for both bilateral and syndicated lending arrangements, establishing the comprehensive framework for the lending relationship. It contains detailed provisions covering facility terms, conditions precedent, utilization mechanics, repayment obligations, security arrangements, and ongoing borrower obligations. The document ensures compliance with Irish banking regulations, including Central Bank requirements and applicable EU directives. It's particularly important in corporate financing, project finance, real estate development, and general commercial lending scenarios. The agreement can be adapted for various facility types, including term loans, revolving facilities, and mixed facilities, while maintaining compliance with Irish legal requirements.

1. Parties: Identifies the lender(s), borrower(s), guarantor(s) and any other parties to the agreement

2. Background: Sets out the context of the facility and purpose of the loan

3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation principles

4. The Facility: Details the type, amount, and purpose of the facility being provided

5. Conditions Precedent: Lists the conditions that must be satisfied before the facility becomes available

6. Utilisation: Specifies the process and requirements for drawing down the facility

7. Repayment: Sets out the repayment terms, including scheduled payments and final maturity

8. Prepayment and Cancellation: Details voluntary and mandatory prepayment scenarios and cancellation rights

9. Interest: Specifies interest rates, calculation methods, and payment dates

10. Fees: Details all fees payable under the facility

11. Tax Gross Up and Indemnities: Addresses tax-related payments and indemnities

12. Increased Costs: Covers circumstances where the lender's costs increase due to regulatory changes

13. Representations: Sets out the representations made by the borrower

14. Information Undertakings: Specifies ongoing information and reporting requirements

15. Financial Covenants: Details the financial ratios and tests the borrower must maintain

16. General Undertakings: Lists the general obligations and restrictions on the borrower's activities

17. Events of Default: Specifies circumstances that constitute default and their consequences

18. Changes to Parties: Addresses transfer and assignment rights

19. Administration: Covers administrative aspects including calculations and notices

20. Governing Law and Enforcement: Specifies Irish law as governing law and enforcement provisions