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The Finance Contract is a fundamental document used in the Netherlands for establishing formal lending arrangements between financial institutions and borrowers. It serves as the primary agreement governing financial facilities, incorporating requirements from Dutch financial regulations and civil law. This document is essential for any significant lending transaction in the Netherlands, whether for corporate financing, project finance, or structured lending arrangements. The agreement must comply with the Dutch Civil Code, Financial Supervision Act, and relevant EU regulations, while also addressing specific requirements for security interests under Dutch law. It typically includes detailed provisions on facility terms, drawdown mechanics, security arrangements, and regulatory compliance measures specific to the Dutch market.

1. Parties: Identification and details of the contracting parties, including registration numbers and addresses

2. Background: Context of the agreement and brief description of the parties' intentions

3. Definitions and Interpretation: Defined terms used throughout the agreement and rules of interpretation

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

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

6. Drawdown: Terms and procedures for drawing down the facility

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

8. Repayment: Terms and schedule for repayment of the facility

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

10. Covenants: Ongoing obligations of the borrower during the term of the facility

11. Events of Default: Circumstances that constitute default and consequences

12. Security: Details of any security or guarantees provided

13. Payments: Payment mechanics, timing, and currency provisions

14. Costs and Expenses: Allocation of costs and expenses related to the facility

15. Notices: Communication procedures between parties

16. Assignment and Transfer: Rules regarding transfer of rights and obligations

17. Confidentiality: Provisions regarding confidential information

18. Governing Law and Jurisdiction: Confirmation of Dutch law governance and jurisdiction

19. Execution: Signature blocks and execution formalities