Loan agreement Sample (Purchase this doc, Text: 08118887270 (Whatsapp))

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LOAN AGREEMENT
This Loan Agreement (hereinafter referred to as the “AGREEMENT”) is made on this day, ......... ,
20_,_, by and between:
1. __________________ LIMITED, a limited liability company duly established and
existing under the laws of Japan, having its address at ................................................
(hereinafter referred to as the “CREDITOR”);
2. PT. __________________, a limited liability company duly established and existing
under the laws of the Republic of Indonesia, having its address at ......................................
(hereinafter referred to as the “DEBTOR”); and
3. PT. __________________, a limited liability company duly established and existing
under the laws of the Republic of Indonesia, having its address at ..................................
(hereinafter referred to as the “GUARANTOR”).
The CREDITOR, DEBTOR and GUARANTOR are hereinafter collectively referred to as the
“PARTIES” and severally referred to as the “PARTY”
WITNESSETH
Whereas:
A. The DEBTOR is a company that engaged in the field of timber plantation business and
planning to engaged in a chip mill project (hereinafter referred to as the “PROJECT”);
B. The DEBTOR has expressly requested the CREDITOR to lend the necessary funds to the
DEBTOR for the capital equipment and operational cost of the PROJECT; and
C. The CREDITOR has agreed to lend certain sum of money to the DEBTOR on the terms and
conditions contained herein and the DEBTOR acknowledges to be truly and legally indebted
to the CREDITOR a certain sum of money as stipulated herein.
NOW THEREFORE in consideration of the premises and the mutual covenants herein contained,
the PARTIES hereto have acknowledge and agree to enter into this AGREEMENT with the
following terms and conditions:
1. PRINCIPAL AMOUNT
The DEBTOR hereby acknowledges as of the signing date of this AGREEMENT, the
DEBTOR truly and legally indebtedness to the CREDITOR in the aggregate amount of USD
............................. (in words: ...................... United States of America Dollars) (hereinafter
referred to as the “PRINCIPAL AMOUNT”) and subject to the terms and conditions of this
AGREEMENT, the GUARANTOR hereby agrees to provide security for such PRINCIPAL
AMOUNT and/or any INTEREST arising from it.

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2. CREDIT TERMS
The CREDITOR shall determine the credit terms of this AGREEMENT, and the terms shall
be agreed to by the CREDITOR and the DEBTOR. The terms will specify the number of the
individual loan(s) allowed and the date(s) thereof). THE CREDITOR may reduce or increase
the PRINCIPAL AMOUNT as the CREDITOR decides and upon consultation with the
DEBTOR. The final individual amount shall occur no later than ............ , 20_,_.
3. INTEREST
3.1. Interest Rate
The INTEREST rate of the PRINCIPAL AMOUNT shall be the United States of
America Dollars (hereinafter referred to as the “USD”) ........ (.......) months
........................ Offered Rate (“.........”) published in ........, ............, as provided for
banking services and for the foreign exchange market, of the second BUSINESS DAY
prior to the first day of each interest Period (“BASE DATE”), plus an interest rate
margin of four hundred (400) basis points (hereinafter referred to as the
“INTEREST”).
3.2. The six (6) months LIBOR rate shall be the one shown on the TELERATE SCREEN
“#3750 page” at eleven (11) a.m. on the BASE DATE.
3.3. The INTEREST rate may be changed upon consultation between the CREDITOR and
the DEBTOR in the case of a financial event and/or should be any other reasonable
cause.
3.4. Default Interest
In the event the DEBTOR fails to make payment of its obligations on the due date(s)
for any reason, the DEBTOR shall pay to the CREDITOR default interest on the past
due amount equal to two (2) percent per annum. This is in addition to the INTEREST
payment(s) as described in Paragraph 3.1, 3.2 and 3.3 above.
4. REPAYMENT OF THE PRINCIPAL AMOUNT AND INTEREST
4.1. Repayment of the PRINCIPAL AMOUNT
a. The DEBTOR shall repay the PRINCIPAL AMOUNT on _________ in one lump
sum.
b. This repayment day may be extended if the PARTIES have a written agreement.
c. Early repayment is allowed.
4.2. Repayment of INTEREST
a. The DEBTOR shall commence to pay the INTEREST on __________. If the
INTEREST payment date falls on a non-BUSINESS DAY, then the INTEREST
payment date shall be the next BUSINESS DAY.
b. The INTEREST shall be calculated on the basis of a ...................... (........) days
year, and a ..... (........) days month.

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c. The first INTEREST payment shall be calculated for the period from the first
drawdown date until ............................. Thereafter INTEREST shall be calculated
as semi-annual basis. INTEREST payment(s) will occur on ............, and ................
of each year.
4.3. Method of Payment
All payments of the PRINCIPAL AMOUNT and INTEREST shall be made by
DEBTOR to the CREDITOR in USD, on due date(s), to any bank account(s) as may
be from time to time or at any time designated in writing by the CREDITOR..
5. SECURITY
5.1. In order to secure the due and punctual repayment of the PRINCIPAL AMOUNT
and/or any INTEREST arising from it and/or any obligations of the DEBTOR under
this AGREEMENT, the GUARANTOR hereby agrees, to pledge any and all of its
shares, which has been or will be issued, in the DEBTOR (hereinafter referred to as the
“SECURITY”) and, as the case may be, to enter into any documents or agreements
with the CREDITOR pertaining to such SECURITY.
5.2. The SECURITY as stipulated in paragraph 5.1 shall only be executed by the
CREDITOR in the event the PRINCIPAL AMOUNT and/or any INTEREST arising
from it and/or any obligations of the DEBTOR under this AGREEMENT is not paid
by the DEBTOR when due.
5.3. The CREDITOR shall firstly notify the GUARANTOR in writing by registered letter
posted to GURANTOR’s registered office of any breach of or default in any of the
terms, conditions and obligations contained in the AGREEMENT that conducted by
the DEBTOR, and in the event of any such breach or default, the CREDITOR shall,
insofar as it may be lawful in accordance with the applicable laws, permit the
GUARANTOR to perform the terms and conditions of the AGREEMENT which the
DEBTOR have failed to perform before the CREDITOR decided to execute the
SECURITY.
6. GOVERNING LAW AND DISPUTE SETLEMENT
6.1. This AGREEMENT shall be governed by and interpreted under the laws of the
Republic of Singapore.
6.2. Any disputes or other matters arising in relation to the rights and obligations under this
AGREEMENT shall be decided as they occur, and upon consultation between the
PARTIES and as far as possible be settled amicably by the PARTIES hereto.
6.3. Failure to make amicable settlement of any disputes, controversies, conflicts or other
matters which arise out of and in relation to and/or concerning this AGREEMENT
shall be finally settled by arbitration in Singapore International Arbitration Center
(“SIAC”). Such arbitration shall be conducted in the English language and shall be
conducted before three (3) Arbitrators, consisting of one (1) appointed by the
CREDITOR, one (1) appointed by the DEBTOR, and one (1) appointed by the two (2)

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aforementioned appointed Arbitrators in accordance with SIAC rules. The arbitration
award shall be final and binding.
7. FORCE MAJEURE
7.1. Neither PARTY shall be responsible or liable for or deemed in default or in breach for
failure to perform its part or whole of its obligation under or pursuant this
AGREEMENT and/or each individual contract under this AGREEMENT due solely to
one or more events of FORCE MAJEURE or its or their effects or by any combination
thereof.
7.2. The FORCE MAJEURE as referred to in Paragraph 7.1 above shall means, including
without limitation, any exception from liability specifically provided for in the
AGREEMENT, forcefire, flood, strikes, labor troubles or other industrial disturbances,
inevitable accidents, war (declared or undeclared), embargoes, blockades, legal
restrictions, riots, insurrections, act of government or government regulation or any
other causes beyond the control of the PARTIES hereto.
7.3. The affected PARTY shall promptly notify the other PARTY related of such cause or
circumstances of the FORCE MAJEURE not later than seven (7) business days and the
PARTIES will consult and determine what action should be taken to best protect their
respective interests.
7.4. Neither PARTY shall be responsible or liable for or deemed to be responsible for any
losses incurred by the non-affected PARTY and the non-affected PARTY shall not have
any right to claim for any compensation as the result of the FORCE MAJEURE.
8. TERMINATION
8.1. This AGREEMENT may be expired and/or terminated:
a. Automatically expired if the PARTIES have fulfilled all of its obligations pursuant
to this AGREEMENT; or
b. Terminated by mutual written agreement between the PARTIES; or
c. Terminated by mutual agreement between the PARTIES if one or more event(s) of
FORCE MAJEURE render it impossible for the affected PARTY to fulfill its
obligations in accordance with the terms and condition of this AGREEMENT and
such event of FORCE MAJEURE is permanent, or if temporary, latest
uninterruptedly for a continuous period of ....... (........) days or more.
8.2. Except as expressly provided in this AGREEMENT, no PARTY shall in any
circumstances have any liability of any nature whatsoever to the other PARTY for any
indirect or consequential losses or loss of profits, loss of anticipated savings, loss of
business, or loss of data or losses arising out of commitments to third parties or for any
other losses, damages, costs or expenses that do not flow directly or naturally from a
breach of this AGREEMENT.
9. MISCELLANEOUS

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9.1 All costs and expenses in relation to the preparation, modification, revision or any
other matter related to this AGREEMENT shall be paid by the DEBTOR.
9.2 The relevant date(s) for this AGREEMENT shall be those of the Republic of
Indonesia, unless otherwise specified.
9.3. THE DEBTOR shall submit to the CREDITOR a semi-annual business report and/or
any other information the CREDITOR requires at the CREDITOR’s request.
9.4. Should the CREDITOR deem it necessary, then the DEBTOR shall procure and submit
to the CREDITOR a Notarial Deed, executed by a Notary Public, which witnesses the
obligations and responsibilities of the CREDITOR and the DEBTOR under this
AGREEMENT.
IN WITNESS WHEREOF the PARTIES hereto have caused this AGREEMENT to be executed by
their respective duly authorized signatories, in three (3) original, as of the date and year first
written above.
For and on behalf of the CREDITOR, For and on behalf of the DEBTOR,
__________________ LIMITED PT. __________________
_______________________________ ______________________________
Name: ........................... Name: .........................
Title: Executive Director Title: President Director
For and on behalf of the GUARANTOR,
PT. __________________
________________________________
Name: ...........................
Title: .............................