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General Security Agreement
"I need a General Security Agreement for a R50 million loan to a manufacturing company, where the security will be over all present and future movable assets, including machinery and inventory, with the loan to be drawn down by March 2025."
1. Parties: Identification of the secured party (security holder) and the grantor (security provider), including their full legal names, registration numbers, and addresses
2. Background: Context of the security arrangement, reference to any underlying obligations or facilities being secured
3. Definitions and Interpretation: Comprehensive definitions of terms used in the agreement and rules of interpretation
4. Grant of Security Interest: The core provision creating the security interest, specifying the nature and extent of the security
5. Secured Obligations: Detailed description of the obligations being secured, including present and future debts
6. Representations and Warranties: Statements of fact and assurances given by the grantor regarding their authority, ownership of assets, and absence of competing interests
7. Grantor Covenants: Ongoing obligations of the grantor regarding maintenance, insurance, and dealing with the secured assets
8. Events of Default: Circumstances that constitute default and trigger enforcement rights
9. Enforcement: Rights and remedies of the secured party upon default, including power of sale and appointment of receivers
10. Power of Attorney: Appointment of the secured party as attorney to perfect or enforce the security interest
11. Payments and Recoveries: Application and allocation of proceeds from enforcement or operation of the security
12. General Provisions: Standard clauses covering notices, amendments, assignments, governing law, and jurisdiction
1. Further Assurance: Additional undertakings to perfect the security interest, used when multiple jurisdictions or complex assets are involved
2. Receivership: Detailed provisions regarding appointment and powers of receivers, included when the security package is substantial
3. Special Asset Provisions: Specific provisions for particular types of assets (e.g., intellectual property, shares, book debts), included when these assets form part of the security
4. Priority Arrangements: Provisions dealing with ranking and priority of security interests, used when multiple security interests exist
5. Release and Reinstatement: Terms for releasing security and reinstating security interests, included in complex security arrangements
6. Tax Provisions: Specific provisions dealing with tax implications, included when tax considerations are material
1. Schedule 1 - Secured Assets: Detailed description and/or list of all assets subject to the security interest
2. Schedule 2 - Secured Obligations: Detailed description of all obligations secured by the agreement
3. Schedule 3 - Premises: Details of any premises where secured assets are located
4. Schedule 4 - Existing Security Interests: List of any pre-existing security interests affecting the secured assets
5. Schedule 5 - Forms of Notice: Template notices for perfecting security over specific assets (e.g., bank accounts, insurance)
6. Appendix A - Security Interest Registration Forms: Forms required for registering the security interest with relevant authorities
7. Appendix B - Conditions Precedent: List of documents and conditions required before the security becomes effective
Authors
Account Bank
Additional Security Provider
Affiliate
Ancillary Rights
Applicable Law
Authorisation
Business Day
Charged Assets
Collateral
Companies Act
Default
Default Rate
Disposal
Encumbrance
Enforcement Date
Enforcement Event
Event of Default
Facility Agreement
Finance Documents
Financial Indebtedness
Financial Year
General Notarial Bond
Insolvency Event
Insolvency Proceeding
Insurance Policy
Intellectual Property Rights
Legal Reservations
Losses
Material Adverse Effect
Notarial Bond
Notice
Obligor
Permitted Encumbrance
Permitted Disposal
Person
Pledge
Power of Attorney
Proceeds
Receiver
Related Rights
Secured Assets
Secured Obligations
Secured Parties
Security
Security Agent
Security Documents
Security Interest
Security Period
Security Provider
Security Trust
Special Notarial Bond
Taxes
Transaction Documents
Trust Property
VAT
Definitions
Creation of Security
Grant of Security Interest
Continuing Security
Representations and Warranties
Covenants
Negative Pledge
Perfection of Security
Further Assurance
Power of Attorney
Events of Default
Enforcement
Receiver Appointment
Application of Proceeds
Release and Reinstatement
Assignment and Transfer
Set-off Rights
Notices
Amendments
Severability
Waiver
Governing Law
Jurisdiction
Costs and Expenses
Indemnification
Confidentiality
Entire Agreement
Counterparts
Priority
Registration
Insurance
Disposal Restrictions
Asset Maintenance
Information Rights
Default Interest
Tax Provisions
Remedies and Waivers
Third Party Rights
Banking and Financial Services
Real Estate and Property
Manufacturing
Mining and Resources
Agriculture
Retail and Commerce
Technology and Communications
Construction and Infrastructure
Energy and Utilities
Transportation and Logistics
Legal
Finance
Treasury
Credit and Risk
Compliance
Corporate Secretariat
Commercial
Banking
Security Administration
Operations
Chief Financial Officer
Finance Director
Legal Counsel
Corporate Lawyer
Credit Manager
Risk Manager
Treasury Manager
Security Trustee
Compliance Officer
Commercial Director
Financial Controller
Corporate Secretary
Banking Relationship Manager
Debt Finance Manager
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