Security Assignment Agreement Template for Germany

The Security Assignment Agreement is a fundamental security document used in German financing transactions where certain rights are assigned as collateral for secured obligations. This document type is commonly employed in various financing structures, including corporate loans, asset financing, and project finance transactions. The agreement must comply with German law requirements for security assignments (Sicherungsabtretung) and typically includes detailed descriptions of the assigned rights, perfection requirements, and enforcement mechanisms. It is particularly important in scenarios where traditional security interests (such as pledges) may not be practical or available. The document addresses key aspects such as the creation and perfection of the security interest, maintenance obligations, enforcement rights, and release provisions. It is designed to provide the security taker with effective security while protecting the security provider's interests in continuing to operate its business.

1. Parties: Identification of the assignor (security provider) and assignee (security taker), including full legal names and addresses

2. Background: Context of the security assignment, including reference to any underlying credit or facility agreement and the purpose of the security

3. Definitions: Definitions of key terms used in the agreement, including 'Assigned Rights', 'Security Period', and 'Secured Obligations'

4. Assignment: Core provision detailing the assignment of rights as security, including the scope and nature of the assignment

5. Perfection and Further Assurance: Obligations to complete formalities and take additional steps to perfect the security

6. Representations and Warranties: Fundamental representations regarding ownership, authority, and absence of encumbrances on the assigned rights

7. Preservation of Security: Provisions maintaining the validity and effectiveness of the security

8. Power of Attorney: Authority granted to the assignee to perfect or enforce the security

9. Enforcement: Rights and procedures for enforcing the security following a default

10. Release of Security: Conditions and process for releasing the security upon discharge of secured obligations

11. Notices: Process and requirements for giving notices under the agreement

12. Governing Law and Jurisdiction: Confirmation of German law as governing law and jurisdiction provisions