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Loan Swap Agreement
"I need a Loan Swap Agreement under Dutch law for a EUR/USD interest rate swap between our manufacturing company and ABC Bank N.V., with a notional amount of €50 million, starting March 2025, where we pay fixed rate and receive floating rate payments."
1. Parties: Identification of the contracting parties, including full legal names, registration details, and addresses
2. Background: Context of the agreement, including reference to any underlying loans and the purpose of the swap arrangement
3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and rules of interpretation
4. Swap Terms: Core terms of the swap including notional amount, currencies, interest rates, and term
5. Payment Obligations: Detailed provisions regarding payment mechanics, timing, and calculation periods
6. Calculation and Rate Determination: Methods for calculating payments, determining relevant rates, and day count conventions
7. Representations and Warranties: Standard and swap-specific representations and warranties from both parties
8. Events of Default: Comprehensive list of events of default and their consequences
9. Early Termination: Provisions governing early termination events and the calculation of termination payments
10. Transfer and Assignment: Rules regarding the transfer of rights and obligations under the agreement
11. Tax Provisions: Allocation of tax risks and gross-up obligations
12. Notices: Communication procedures between parties
13. Governing Law and Jurisdiction: Confirmation of Dutch law governance and jurisdiction for disputes
14. Execution: Signature blocks and execution formalities
1. Credit Support Arrangements: Optional section for when collateral or other credit support is required, including margin calls and eligible collateral
2. Break Costs: Optional detailed provisions regarding break costs when not covered in standard termination provisions
3. Market Disruption: Optional detailed provisions for market disruption events when specific concerns exist about market stability
4. Third Party Rights: Optional provisions regarding rights of third parties, particularly relevant if there are guarantors or other involved parties
5. Multiple Branches: Optional section when parties operate through multiple branches or offices
6. Regulatory Compliance: Optional detailed section on specific regulatory requirements when parties are subject to special regulatory regimes
1. Schedule 1 - Economic Terms: Detailed economic terms including payment dates, calculation periods, and fixed/floating rate details
2. Schedule 2 - Calculation Methods: Detailed methodology for calculations, including fallbacks and market disruption provisions
3. Schedule 3 - Form of Confirmation: Template for transaction confirmations under the agreement
4. Schedule 4 - Credit Support Document: Details of any credit support arrangements and eligible collateral if applicable
5. Schedule 5 - Contact Details: Detailed contact information for notices, payments, and operations
6. Appendix A - EMIR Requirements: Specific provisions to ensure compliance with EMIR regulations
7. Appendix B - Tax Forms: Required tax documentation and forms
8. Appendix C - Standard Settlement Instructions: Payment and settlement instructions for both parties
Authors
Banking
Financial Services
Investment Management
Corporate Treasury
Insurance
Real Estate
Infrastructure
Energy
Manufacturing
Telecommunications
Treasury
Legal
Compliance
Risk Management
Trading
Operations
Finance
Credit
Documentation
Settlement
Portfolio Management
Structured Finance
Treasury Manager
Chief Financial Officer
Financial Controller
Risk Manager
Legal Counsel
Compliance Officer
Trading Manager
Structured Finance Manager
Corporate Finance Director
Credit Risk Officer
Operations Manager
Settlement Officer
Documentation Specialist
Portfolio Manager
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