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Security Assignment Agreement
"I need a Security Assignment Agreement under Austrian law for a EUR 5 million bank loan facility closing on March 15, 2025, where my company will assign its accounts receivable to ABC Bank AG as security; the agreement should include specific provisions for periodic reporting of receivables status."
1. Parties: Identification of the Assignor and Assignee with full legal names and addresses
2. Background: Context of the security assignment, including reference to any underlying obligations or facilities being secured
3. Definitions and Interpretation: Definitions of key terms and interpretation rules, including Austrian law-specific terminology
4. Assignment: Core provision detailing the assignment of rights as security, scope of assigned rights, and conditions
5. Perfection Requirements: Steps required under Austrian law to perfect the security assignment, including notification requirements
6. Representations and Warranties: Assignor's confirmations regarding ownership, authority, and absence of encumbrances
7. Assignor's Obligations: Ongoing obligations of the Assignor regarding the assigned rights
8. Rights and Powers of the Assignee: Scope of Assignee's authority and rights in relation to the assigned rights
9. Enforcement: Circumstances and procedure for enforcing the security assignment
10. Release and Reassignment: Conditions and process for releasing the security and reassigning rights
11. Costs and Expenses: Allocation of costs related to the agreement and its execution
12. Notices: Communication requirements and contact details
13. Governing Law and Jurisdiction: Confirmation of Austrian law application and jurisdiction
1. Data Protection: Required when assignment involves personal data or customer information
2. Bank Accounts: Specific provisions for assignments involving bank accounts or payment rights
3. Insurance: Provisions regarding insurance of assigned assets where applicable
4. Tax Provisions: Specific tax-related provisions when assignment has significant tax implications
5. Registration Requirements: Required when assignment must be registered with specific authorities or registries
6. Consumer Protection Provisions: Required when one party is a consumer under Austrian law
7. Information Rights: Additional information and reporting requirements for complex assignments
8. Further Assurance: Obligations to execute additional documents or take further steps if needed
1. Schedule 1 - Assigned Rights: Detailed description of the rights being assigned as security
2. Schedule 2 - Form of Notice: Template notice to be sent to relevant third parties regarding the assignment
3. Schedule 3 - Perfection Requirements: Detailed checklist of actions required to perfect the security
4. Schedule 4 - Power of Attorney: Form of power of attorney if required for enforcement
5. Schedule 5 - Existing Encumbrances: List of any permitted existing encumbrances on the assigned rights
6. Appendix A - Underlying Documents: Copies or details of relevant underlying agreements or documents
7. Appendix B - Contact Details: Detailed contact information for all relevant parties and representatives
Authors
Assignment
Assignor
Assignee
Business Day
Debtor
Default
Enforcement Event
Enforcement Notice
Existing Security
Finance Documents
Financial Indebtedness
Insolvency Event
Notification
Original Creditor
Parties
Perfection Requirements
Permitted Security
Release Date
Release Notice
Secured Obligations
Secured Parties
Security Agent
Security Assets
Security Interest
Security Period
Underlying Agreement
Underlying Debtor
Working Day
Austrian Business Hours
Governing Law
Security Documents
Material Adverse Effect
Relevant Jurisdiction
Tax
VAT
Bank Account
Collection Account
Distribution
Effective Date
Encumbrance
Event of Default
Legal Requirement
Notice
Person
Representative
Schedule
Transaction Documents
Definitions
Interpretation
Assignment
Security Creation
Perfection Requirements
Representations and Warranties
Covenants
Further Assurance
Powers of Attorney
Enforcement
Application of Proceeds
Release of Security
Costs and Expenses
Tax Gross-up
Indemnities
Set-off
Payment Mechanics
Information Rights
Evidence and Calculations
Amendments and Waivers
Changes to Parties
Notices
Partial Invalidity
Remedies and Waivers
Confidentiality
Counterparts
Governing Law
Jurisdiction
Service of Process
Data Protection
Force Majeure
Entire Agreement
Third Party Rights
Banking & Financial Services
Insurance
Real Estate
Manufacturing
Energy & Utilities
Technology
Healthcare
Construction
Retail
Professional Services
Telecommunications
Transportation & Logistics
Legal
Finance
Treasury
Risk Management
Compliance
Corporate Finance
Credit
Operations
Security Administration
Transaction Management
Legal Counsel
Finance Director
Chief Financial Officer
Treasury Manager
Credit Risk Manager
Compliance Officer
Corporate Finance Manager
Transaction Manager
Security Trustee
Relationship Manager
Contract Administrator
Legal Operations Manager
Risk Officer
Company Secretary
Finance Manager
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