Note to Drafter. If time and materials under Option # 2, (i) Attachment B should include the hourly labor rates and (ii) Attachment C should include the types of expenses (travel, copying, postage/delivery, etc.) that will be reimbursed at actual out-of-pocket cost. Also need to provide in Attachment C the basis for reimbursable costs, i.e. mileage reimbursement at the IRS-approved rate only for use of a personal motor vehicle; air travel via most direct route on coach class only, etc.]
Note to Drafter. Revise reference if a party other than the Grantor enters into a hedge in connection with the Loan.
Note to Drafter. Section headings have been formatted to automatically populate the Table of Contents. However, when editing this document for your own use, the page numbers may change. In order to reflect the correct page numbers in the Table of Contents, you must “update page numbers” to the Table of Contents by (1) right-clicking anywhere in the Table of Contents, and (2) choose “update field,” then “update page numbers only.” If you add or delete section headings, follow step (1) and (2) above and choose “update entire table.”
Note to Drafter. Further invoice requirements will depend on payment terms detailed above. For example, the Scope of Work may stipulate a staged completion plan with interim deliverables, and compensation tied to completion and approval of those deliverables.
Note to Drafter. If deal is intended to be syndicated but additional Lenders are not likely to join deal until after closing (so that other Lenders may not have the opportunity to review loan documents before they are executed), then discuss with CRE Syndications teammate working on deal whether or not to include the following Agent removal provision in Section 10.7: “In the event of gross negligence or willful misconduct by Administrative Agent (in its capacity as Administrative Agent under the Loan Documents), as determined pursuant to a final, non-appealable judgment of a court of competent jurisdiction, Administrative Agent may be removed as Administrative Agent under the Loan Documents with the consent of all Lenders (other than the Lender then acting as Administrative Agent) and the Borrower (provided, however, no such consent by Borrower shall be required if a Default or Event of Default shall then exist), upon 30-days’ prior written notice to Administrative Agent.” If added, revise remainder of Section 10.7 to include “removal” of Administrative Agent, in addition to resignation, where applicable.
Note to Drafter. If the Agent removal language from the immediately preceding footnote is added, then revise the first portion of this sentence to read: “Upon any such resignation or removal, the Required Lenders (which, in the case of the removal of Administrative Agent as provided in the immediately preceding sentence, shall be determined without regard to the Commitment of the Lender then acting as Administrative Agent) ……”
Note to Drafter. This sentence may be omitted if it does not apply to the payment details supplied above.]
Note to Drafter. You may wish to use additional wording to customise this condition to your specific requirement. Additional wording would mitigate any misunderstanding and/or any perceived misrepresentation to the service provider by DFAT. Please disclose any additional wording to PGS before the contract is issued to the public to ensure the legality of the proposed wording.
Note to Drafter. Please delete if this clause does not apply to an Australian Government Cleaning Services Contract.
