Master Security Agreement for Canada

Master Security Agreement Template for Canada

A comprehensive security agreement governed by Canadian law that establishes and documents the terms under which a lender takes and maintains a security interest in a borrower's assets. This agreement complies with Canadian personal property security legislation, including the Personal Property Security Act (PPSA) in common law provinces and the Civil Code in Quebec. It covers the creation, perfection, and enforcement of security interests, and includes provisions for various types of collateral, representations and warranties, covenants, events of default, and remedies available to the secured party.

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What is a Master Security Agreement?

The Master Security Agreement serves as the primary security document in Canadian secured lending transactions, establishing the framework for creating and maintaining security interests in various types of collateral. It is typically used in conjunction with credit facilities, loan agreements, or other financing arrangements where the lender requires security over the borrower's assets. The agreement must comply with provincial personal property security legislation (PPSA in common law provinces and the Civil Code in Quebec) and federal laws such as the Bank Act. It includes comprehensive provisions for different types of collateral, enforcement mechanisms, and addresses both present and future secured obligations. This document is essential for protecting the lender's interests while providing clear guidelines for the borrower's obligations regarding the secured assets.

What sections should be included in a Master Security Agreement?

1. Parties: Identification of the secured party and debtor(s), including full legal names and addresses

2. Background: Context of the security relationship and reference to any related credit or facility agreements

3. Definitions and Interpretation: Comprehensive definitions aligned with PPSA terminology and interpretation rules

4. Grant of Security Interest: Core provision creating the security interest over the collateral

5. Description of Collateral: Detailed description of all assets subject to the security interest

6. Secured Obligations: Definition of obligations secured by the agreement

7. Representations and Warranties: Debtor's representations regarding ownership, authority, and status of collateral

8. Covenants: Ongoing obligations of the debtor regarding maintenance and protection of collateral

9. Further Assurances: Obligations to execute additional documents and assist in perfection

10. Events of Default: Circumstances constituting default under the agreement

11. Remedies: Rights and remedies of the secured party upon default

12. General Provisions: Standard provisions including notices, amendments, governing law, etc.

What sections are optional to include in a Master Security Agreement?

1. Special Provisions for Specific Collateral: Additional provisions for specific types of collateral (e.g., investment property, intellectual property) - include when such collateral is part of the security package

2. Inter-Creditor Provisions: Provisions governing relationships with other secured parties - include when there are multiple secured creditors

3. Quebec Security Provisions: Special provisions for Quebec civil law system - include when agreement covers Quebec assets

4. Consumer Protection Provisions: Additional protections required by consumer protection laws - include when debtor is a consumer

5. Cross-Border Provisions: Provisions dealing with foreign collateral - include when security includes assets in other jurisdictions

6. Priority Agreements: Provisions regarding priority of security interests - include when priority arrangements exist with other creditors

What schedules should be included in a Master Security Agreement?

1. Schedule A - Collateral Description: Detailed itemization and description of specific collateral covered

2. Schedule B - Permitted Liens: List of pre-existing or permitted encumbrances on the collateral

3. Schedule C - Locations of Collateral: List of all locations where collateral is or may be located

4. Schedule D - Intellectual Property: Details of any intellectual property included in the collateral

5. Schedule E - Legal Description of Real Property: Description of any real property related to the security interest

6. Appendix 1 - Forms of Additional Documents: Standard forms for supplementary security documentation

7. Appendix 2 - PPSA Financing Statement Information: Information required for PPSA registration

8. Appendix 3 - Compliance Certificate: Form of periodic compliance certification by debtor

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Canada

Publisher

Genie AI

Document Type

Security Agreement

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Banking

Financial Services

Commercial Lending

Asset-Based Lending

Equipment Financing

Real Estate

Manufacturing

Technology

Agriculture

Retail

Construction

Energy

Mining

Transportation

Healthcare

Relevant Teams

Legal

Finance

Treasury

Risk Management

Compliance

Credit Administration

Corporate Secretariat

Commercial Banking

Loan Administration

Collections

Security Administration

Relevant Roles

Chief Financial Officer

Treasury Manager

Corporate Counsel

Legal Counsel

Finance Director

Credit Manager

Risk Manager

Compliance Officer

Corporate Secretary

Banking Relationship Manager

Loan Officer

Security Administrator

Collections Manager

Commercial Lending Officer

Asset Management Director

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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