Climate Contract Playbook Edition 3
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PRINCIPLE THREE: MANAGEMENT OF PROCEEDS 1.3
Typical Clause to Review: Representations (Clause 25 of the LMA Form)
25.34 Green Loan Representations
(a) The Green Loan Framework shall set out: (i) the environmental sustainability objectives of the Borrower in respect of the Eligible Green Project; (ii) the process by which the Borrower determines how the Eligible Green Project aligns with the Eligibility Criteria; and (iii) any related eligibility criteria, including, if applicable, exclusion criteria, or any other process applied to identify and manage potentially material environmental risks associated with the Eligible Green Project. (b) Save as disclosed in writing to the Agent and the Arranger prior to the date of this Agreement the factual information provided by the Borrower as set out in the Green Loan Framework is true and accurate in all material respects as at the date it was provided or (as the case may be) as at the date the information is expressed to be given. (c) The Eligible Green Project conforms to the Eligibility Criteria and Green Loan Framework. (d) The Borrower has an established process to identify and manage potentially material environmental risks associated with the Eligible Green Project. 25.35 Environmental Representations (e) It has not been convicted for material violations of any Environmental Law. (f) No material Environmental Claim has been commenced or threatened against it. (g) All information provided by it for the purposes of environmental due diligence by the Lenders is true and accurate in all material respects as at the date such information was provided and is not misleading in any material respect.
1.4
Typical Clause to Review: General Undertakings (Clause 28 of the LMA Form)
28.42 Green Loan Undertakings (a) The Borrower shall comply with the provisions of the Green Loan Framework in all material respects. (b) The Borrower shall not amend or agree to amend the Green Loan Framework in a way which is materially adverse to the Lenders. (c) The Borrower shall ensure that the proceeds of the Green Facility are credited to a Deposit Account and notified to the Agent and withdrawals from such account are notified to the Agent in accordance with the provisions of Clause 26 (Information Undertakings) by the Borrower. (d) The Borrower shall maintain policies and procedures to enable it to track the allocation of funds towards the Eligible Green Project and to monitor and evaluate the Eligible Green Project on an on-going basis, in accordance with the Green Loan Framework.
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