Collateral Sharing Agreement Template for Ireland

The Collateral Sharing Agreement is essential in complex financing transactions where multiple creditors hold security interests over the same collateral. This document is particularly relevant in syndicated lending, project finance, and corporate restructuring scenarios under Irish law. It establishes the mechanism for sharing security interests, defines creditor rankings, and appoints a security trustee to hold and manage the collateral on behalf of secured parties. The agreement ensures compliance with Irish financial services regulations and EU directives, particularly regarding financial collateral arrangements and security enforcement. It is commonly used alongside facility agreements, intercreditor agreements, and security documents to create a comprehensive security package that protects creditors' interests while providing operational clarity for all parties involved.

1. Parties: Identifies and defines all parties to the agreement, including the security trustee/agent, creditors, and obligors

2. Background: Sets out the context of the agreement, including reference to the primary facility agreements and security documents

3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation principles

4. Sharing and Ranking of Security: Establishes the basic principles of how the collateral will be shared and the ranking of security interests

5. Appointment and Role of Security Trustee: Details the appointment, powers, and duties of the security trustee/agent

6. Security Trust: Establishes the trust arrangements for holding and managing the shared security

7. Application of Proceeds: Sets out the waterfall for distribution of enforcement proceeds

8. Decision Making and Enforcement: Specifies how decisions regarding the collateral are made and enforcement procedures

9. Payments and Recoveries: Details the mechanics for handling payments and recoveries

10. Changes to the Parties: Procedures for transfers, assignments, and accession of new parties

11. Costs and Expenses: Allocation of costs and expenses related to the agreement

12. Indemnities: Indemnification obligations of the parties

13. Administration: Administrative provisions including notices and calculations

14. Governing Law and Jurisdiction: Specifies Irish law as governing law and jurisdiction for disputes