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Collateral Trust Agreement
"I need a Collateral Trust Agreement under UAE law for a syndicated real estate financing project where multiple international banks will be secured parties, with ABC Bank PJSC acting as trustee to hold security over commercial properties in Dubai, scheduled to close by March 2025."
1. Parties: Identifies the trustee, beneficiaries (secured parties), and grantor/settlor of the trust
2. Background: Sets out the context of the underlying secured obligations and purpose of the trust arrangement
3. Definitions: Defines key terms used throughout the agreement, including types of collateral, secured obligations, and relevant documentation
4. Declaration of Trust: Establishes the trust arrangement and confirms the trustee's acceptance of appointment
5. Collateral and Security: Describes the collateral subject to the trust and methods of perfection
6. Trustee Powers and Duties: Details the trustee's authorities and responsibilities in managing the collateral
7. Representations and Warranties: Standard representations from all parties regarding capacity, authority, and collateral ownership
8. Covenants: Ongoing obligations of the parties regarding maintenance and management of collateral
9. Events of Default: Specifies circumstances constituting default and triggering enforcement rights
10. Enforcement: Procedures for enforcing security interests in compliance with UAE law
11. Fees and Expenses: Details trustee compensation and expense reimbursement arrangements
12. Term and Termination: Duration of the agreement and circumstances for termination
13. Governing Law and Jurisdiction: Confirms UAE law governance and jurisdiction for disputes
1. Security Agent Provisions: Required when involving a security agent structure for syndicated facilities
2. Parallel Debt: May be needed in cross-border transactions to create a direct claim for the trustee
3. Shariah Compliance: Required when the arrangement needs to comply with Islamic finance principles
4. Multiple Creditor Provisions: Needed when managing collateral for multiple creditors with different priorities
5. Intercreditor Provisions: Required when establishing ranking and priorities among different classes of secured parties
6. Foreign Law Security: Needed when collateral includes assets located outside the UAE
1. Schedule 1 - Description of Collateral: Detailed listing and description of all collateral assets
2. Schedule 2 - Form of Accession Deed: Template for additional parties to join the agreement
3. Schedule 3 - Security Documents: List and copies of all related security documents
4. Schedule 4 - Notice and Acknowledgment Forms: Standard forms for notifying relevant parties of the security interest
5. Schedule 5 - Fee Schedule: Detailed breakdown of trustee fees and payment terms
6. Schedule 6 - Administrative Details: Contact information and payment instructions for all parties
7. Appendix A - Operating Procedures: Detailed procedures for collateral management and custody
8. Appendix B - Reporting Requirements: Templates and timing for required reports and notifications
Authors
Accession Deed
Additional Secured Party
Applicable Law
Appointment
Beneficiary
Business Day
Collateral
Collateral Account
Default Notice
Delegate
Enforcement Event
Enforcement Notice
Facility Agreement
Finance Documents
Financial Indebtedness
Grantor
Guarantee
Intercreditor Agreement
Liability
Majority Secured Parties
Notice of Default
Obligor
Parallel Debt
Perfection Requirements
Permitted Investment
Priority of Payments
Receiver
Secured Obligations
Secured Party
Security
Security Agent
Security Documents
Security Interest
Security Period
Security Trust
Settlement Date
Shariah Principles
Specified Time
Trust Assets
Trust Property
Trustee
Trustee Acts
UAE
Voting Rights
Definitions and Interpretation
Declaration of Trust
Appointment of Trustee
Trust Property
Security Interest Creation
Trustee Powers
Trustee Duties
Collateral Management
Secured Party Rights
Representations and Warranties
Covenants
Events of Default
Enforcement Rights
Priority of Payments
Fees and Expenses
Liability and Indemnification
Delegation
Succession and Replacement
Communications
Amendments
Assignment and Transfer
Confidentiality
Further Assurance
Counterparts
Severability
Notices
Governing Law
Dispute Resolution
Shariah Compliance
Banking and Financial Services
Investment Banking
Corporate Finance
Real Estate and Construction
Infrastructure Development
Energy and Natural Resources
Manufacturing
Trading and Commerce
Islamic Finance
Asset Management
Legal
Finance
Treasury
Compliance
Risk Management
Corporate Finance
Credit Administration
Security Operations
Trust Services
Transaction Management
Chief Legal Officer
General Counsel
Legal Director
Finance Director
Chief Financial Officer
Treasury Manager
Security Trustee
Compliance Officer
Risk Manager
Transaction Manager
Corporate Finance Manager
Senior Legal Counsel
Banking Lawyer
Security Agent
Trust Officer
Credit Manager
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