Deed Of Trust Subordination Agreement Template for Australia

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Key Requirements PROMPT example:

Deed Of Trust Subordination Agreement

"I need a Deed of Trust Subordination Agreement for a commercial property development trust where ABC Bank Limited is the senior creditor with a $50M facility, and XYZ Investment Fund is the subordinated creditor with a $20M mezzanine facility, with the agreement to be effective from March 1, 2025."

Document background
The Deed of Trust Subordination Agreement is essential in complex financing arrangements involving trust structures in Australia. It is typically used when multiple creditors have security interests in trust assets, and there is a need to formally establish the ranking of these interests. The document becomes particularly relevant in project financing, property development, or corporate restructuring scenarios where trust structures are utilized. It addresses the specific requirements of Australian trust law, including the Trusts Act and Personal Property Securities Act, while providing clear mechanisms for debt prioritization, payment waterfalls, and enforcement rights. The agreement is crucial for protecting senior creditors' interests while allowing trustees to manage trust assets effectively and maintain clear governance structures.
Suggested Sections

1. Parties: Identifies all parties to the agreement including the Senior Creditor, Subordinate Creditor, Trustee, and Debtor

2. Background: Recitals explaining the existing trust arrangements, senior and subordinate debt positions, and purpose of subordination

3. Definitions and Interpretation: Defines key terms including Senior Debt, Subordinate Debt, Trust Property, Security Interests, and interpretation clauses

4. Subordination: Core provisions detailing the subordination arrangement and ranking of security interests

5. Undertakings: Commitments by parties regarding the subordinated position, including restrictions on enforcement

6. Trust Acknowledgments: Acknowledgments regarding the trust relationship and trustee's powers

7. Payment Provisions: Rules governing payments, including payment hierarchy and restricted payments

8. Enforcement: Rights and restrictions regarding enforcement of security interests

9. Duration and Termination: Term of the subordination arrangement and circumstances for termination

10. General Provisions: Standard provisions including notices, amendments, governing law, and jurisdiction

Optional Sections

1. Security Trustee Provisions: Include when a security trustee is appointed to hold security for multiple creditors

2. Turnover Provisions: Include when there's a need to specify mechanisms for returning incorrectly received payments

3. Further Assurance: Include when parties need to execute additional documents or take further actions

4. Power of Attorney: Include when senior creditor requires power to act on behalf of subordinate creditor in specific circumstances

5. Deed of Priority: Include when multiple secured creditors require detailed priority arrangements

6. Assignment and Transfer: Include when parties anticipate potential transfers of rights or obligations

Suggested Schedules

1. Schedule 1 - Senior Debt Details: Details of existing senior debt facilities and security interests

2. Schedule 2 - Subordinate Debt Details: Details of subordinated debt facilities and security interests

3. Schedule 3 - Trust Property: Description of trust assets subject to the subordination arrangement

4. Schedule 4 - Security Documents: List of relevant security documents and their priority

5. Schedule 5 - Form of Accession Deed: Template for new parties to accede to the agreement

6. Appendix A - Notice Requirements: Prescribed forms and procedures for notices under the agreement

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Banking & Finance

Real Estate

Investment Management

Private Equity

Infrastructure

Mining & Resources

Commercial Property

Wealth Management

Corporate Services

Financial Services

Relevant Teams

Legal

Finance

Treasury

Risk Management

Compliance

Corporate Finance

Trust Administration

Credit

Investment

Portfolio Management

Relevant Roles

Chief Financial Officer

Finance Director

Trust Manager

Legal Counsel

Corporate Lawyer

Finance Manager

Trust Administrator

Credit Manager

Risk Manager

Compliance Officer

Investment Manager

Security Trustee

Portfolio Manager

Treasury Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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