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Security Sharing Agreement
"I need a Security Sharing Agreement for a syndicated loan facility involving three South African banks and two international lenders, where Bank ABC acts as Security Trustee, with the security package including both movable and immovable property for a mining project in Johannesburg."
1. Parties: Identification of all parties to the agreement, including security holders and any security trustee or agent
2. Background: Context of the security sharing arrangement, including reference to underlying facilities and security documents
3. Definitions and Interpretation: Comprehensive definitions of terms used in the agreement and interpretation rules
4. Security Trust: Establishment of security trust arrangements if applicable, including appointment and powers of security trustee
5. Sharing of Security: Core provisions detailing how security interests are shared between parties
6. Priority and Ranking: Order of priority between secured parties and ranking of security interests
7. Administration of Security: Procedures for managing and administering the shared security
8. Enforcement: Rights and procedures for enforcing security, including trigger events and decision-making process
9. Proceeds Application: Rules for distributing proceeds from security enforcement
10. Representations and Warranties: Standard representations and warranties from each party
11. Costs and Expenses: Allocation of costs related to the agreement and security administration
12. Changes to Parties: Procedures for transfers, assignments and accession of new parties
13. Notices: Communication procedures between parties
14. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, etc.
1. Security Agent Provisions: Detailed provisions regarding the appointment, powers, and duties of a security agent, used when a security agent structure is preferred over a trustee structure
2. Intercreditor Provisions: Additional provisions governing relationship between different classes of creditors, used when there are multiple tiers of debt
3. Standstill Provisions: Provisions governing enforcement moratorium periods, used in complex multi-party arrangements
4. New Security: Procedures for adding new security to the sharing arrangement, used when future security interests are contemplated
5. Voting Mechanisms: Detailed voting procedures for decision-making, used in arrangements with multiple creditors
6. Currency Provisions: Provisions dealing with multiple currencies, used when security involves multiple jurisdictions or currencies
1. Form of Accession Deed: Standard form for new parties joining the agreement
2. Security Documents: List and details of all security documents covered by the sharing arrangement
3. Contact Details: Contact information for all parties and authorized representatives
4. Secured Obligations: Detailed description of all secured obligations covered by the arrangement
5. Priority Rankings: Detailed breakdown of priority rankings and waterfalls
6. Form of Transfer Certificate: Standard form for transferring rights under the agreement
7. Security Assets: Comprehensive list and description of all security assets covered
Authors
Accession Deed
Additional Creditor
Additional Security
Affiliate
Agent
Authorized Representative
Business Day
Borrower
Creditor
Default
Discharge Date
Disposal
Disposal Proceeds
Enforcement Action
Enforcement Date
Enforcement Notice
Event of Default
Facility Agreement
Finance Document
Finance Party
Financial Indebtedness
Guarantee
Guarantor
Insolvency Event
Insolvency Proceedings
Intercreditor Agreement
Liabilities
Majority Creditors
Material Adverse Effect
New Creditor
Obligor
Original Creditor
Party
Permitted Security
Priority
Proceeds
Receiver
Recovered Amounts
Recovery
Secured Assets
Secured Obligations
Secured Parties
Security
Security Agent
Security Document
Security Interest
Security Period
Security Provider
Security Trust
Security Trustee
Sharing Percentage
Standstill Period
Transfer Certificate
Transfer Date
Trust Property
Voting Rights
Appointment of Security Trustee/Agent
Security Trust
Sharing of Security
Priority Rights
Secured Obligations
Security Enforcement
Decision Making
Proceeds Distribution
Representations and Warranties
Cost Allocation
Information Sharing
Confidentiality
Party Accession
Security Administration
Indemnification
Payment Provisions
Default
Remedies
Amendments
Assignment and Transfer
Notices
Severability
Governing Law
Jurisdiction
Dispute Resolution
Force Majeure
Entire Agreement
Third Party Rights
Termination
Boilerplate
Banking
Financial Services
Corporate Finance
Real Estate
Infrastructure
Mining
Manufacturing
Energy
Telecommunications
Commercial Property
Legal
Finance
Treasury
Compliance
Risk Management
Corporate Finance
Credit
Company Secretarial
Transaction Management
Security Administration
Chief Financial Officer
Legal Counsel
Finance Director
Treasury Manager
Corporate Finance Manager
Security Trustee
Compliance Officer
Risk Manager
Transaction Manager
Corporate Secretary
Banking Relationship Manager
Financial Controller
Security Agent
Credit Manager
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