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Amending a Credit Agreement 1) Credit Agreement from Bank's perspective a. Parties a.i. Amended to reflect the Syndicated Facilities and the term sheet a.i.1. Is the borrower also a guarantor?
a.i.2. Is there a missing party such as a guaranteeing subsidiary?
a.i.2.a. Cross-guaranteeing obligations by parents & subsidiaries b. Definitions & Interpretation b.i. Obligor b.i.1. Mean each borrower or each guarantor b.i.1.a. Protects the banks' position under the new Credit Agreement b.ii. Commitment b.ii.1. Are there 2 facilities?
b.ii.1.a. Term Loan b.ii.1.b. Revolving Credit Facility b.iii. Total Commitments b.iii.1. Total Facility A commitments b.iii.2. Total Facility B Commitments b.iii.3. Are amounts correct?
b.iv. Facility b.iv.1. Facility A refer to clause 2.1 (Term loan) b.iv.2. Facility B refer to clause 2.2 (RCF) b.v. Material Adverse Effect b.v.1. Refer to Obligor rather than Borrower to reflect the fact that there is now more than one borrower and each company is both borrower and guarantor b.v.1.a. This also makes it clear that the banks are monitoring the ability of each company to comply with its obligations not only as a borrower but also as a security provider and guarantor b.v.1.a.i. This will strength the representations and undertakings which are triggered by determining if there is a Material Adverse Effect b.v.1.b.The banks would certainly not want this to be judged only by reference to the borrower of the term facility only (STATE PARTY) b.v.1.b.i. If the venture is speculative and other banks may be reluctant to join the Syndicate in the current economic client, the Arranger will be keen to demonstrate that the Credit Agreement contains robust protections for the syndicate b.vi. Availability period b.vi.1. Does it correspond to term sheet in regards to the Term loan and the RCF b.vii. Final Maturity Date b.vii.1. Does it correspond to term sheet b.viii. Margin b.viii.1. Does it correspond to term sheet in relation to the term facility?
b.viii.2. Does definition need expanding to include the different interest rate for the RCF?
b.ix. Is this a secured transaction?
b.ix.1. Insert definitions of Security Trustee and Security Document b.ix.1.a. Incorporate these definitions into the definitions of Finance Parties and Finance Documents respectively b.x. Mandatory Costs b.x.1. Does this make up the interest rate?
b.x.2. Is it defined in the agreement?
c. Facility c.i. Reflect the fact that there are two facilities c.i.1. RCF available to WHICH COMPANIES (Clause 2.2) c.i.2. Term loan available to WHOM (Clause 2.1)
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