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PLAYBOOK TEMPLATES

Credit Facility & Revolving Line Agreement

A Credit Facility & Revolving Line Agreement defines the terms for ongoing credit access between borrower and lender. This playbook reviews financial covenants, interest structures, and default remedies.

Regulatory Compliance

Why This Matters: Regulatory breaches can invalidate transactions, incur fines, or lead to reputational damage. Clear compliance clauses allocate risk and ensure operational integrity.

Negotiation strategy

If you're the Lender:

Ensure that compliance responsibilities are clearly defined and that the Contractor is obligated to notify the Company of any regulatory changes. This minimizes risk exposure.

If you're the Borrower:

Negotiate for reasonable compliance obligations and ensure that indemnity clauses are fair and balanced. Seek to limit liability where possible.

Essential elements

1

Compliance Responsibilities

Define each party's compliance duties.
2

Notification of Regulatory Changes

Mandate prompt notification of changes.
3

Indemnity for Non-Compliance

Protect against non-compliance penalties.

Action framework

ACCEPT

Propose edits if compliance responsibilities are not clearly allocated or if notification requirements are vague.

EDIT

Reject clauses that impose unreasonable compliance burdens or lack mutual indemnity provisions.

ADD

Add clauses if compliance responsibilities, notification of changes, or indemnities are missing.

PRO TIP

Always consult with local legal experts to ensure compliance with jurisdiction-specific regulations.

Example clauses

FAVORABLE

Balanced Compliance Clause

"Each party shall be responsible for ensuring its own compliance with all applicable securities, anti-money laundering (AML), tax, and other financial regulations."
NEUTRAL

Standard Notification Clause

"Each party agrees to promptly notify the other party in writing of any changes in applicable laws or regulations."
UNFAVORABLE

One-Sided Indemnity Clause

"The Contractor shall indemnify the Company for any non-compliance without reciprocal obligations."

Fallbacks

High-Risk Jurisdictions

In high-risk jurisdictions, ensure that compliance obligations are more stringent and include specific local regulatory requirements.

Cross-Border Transactions

For cross-border deals, include clauses that address compliance with international regulations and standards.

Emerging Markets

In emerging markets, consider additional compliance support and training to mitigate risks associated with less mature regulatory environments.
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