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The Loan Facility Agreement is a fundamental financial instrument used in Irish corporate and commercial lending transactions. This document is essential when a lender (typically a bank or financial institution) agrees to provide financing to a borrower under specific terms and conditions. The agreement comprehensively addresses all aspects of the lending relationship, including facility limits, drawdown mechanics, interest calculations, repayment terms, and security arrangements. It ensures compliance with Irish financial services legislation, Central Bank requirements, and relevant EU regulations. The document is structured to protect both lender and borrower interests while maintaining flexibility for various types of lending arrangements, from simple bilateral facilities to complex syndicated loans. The agreement also incorporates specific Irish law considerations regarding security, enforcement, and regulatory compliance.

1. Parties: Identifies and defines the Lender(s), Borrower(s), and any other parties to the agreement

2. Background: Sets out the context of the facility and intention of the parties

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

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

5. Conditions Precedent: Specifies conditions that must be satisfied before drawdown

6. Drawdown: Sets out the mechanism and requirements for drawing down the facility

7. Interest: Specifies interest rates, calculation methods, and payment terms

8. Repayment: Details repayment terms, schedule, and prepayment provisions

9. Representations and Warranties: Sets out the representations and warranties given by the borrower

10. Covenants: Specifies positive and negative obligations of the borrower during the facility term

11. Events of Default: Lists circumstances constituting default and consequences

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

13. Payments: Mechanics of payments, including payment dates and accounts

14. Set-off: Rights of set-off and their application

15. Notices: Communication requirements and contact details

16. Calculations and Certificates: Basis for calculations and evidence of amounts due

17. Partial Invalidity: Severability provisions

18. Remedies and Waivers: Rights and remedies of the parties

19. Amendments and Waivers: Process for making changes to the agreement

20. Counterparts: Execution in counterparts provisions

21. Governing Law and Enforcement: Specifies Irish law as governing law and jurisdiction provisions