Account Control Agreement Template for Indonesia

An Account Control Agreement is a crucial document in secured financing transactions under Indonesian law, used when a lender requires control over a borrower's bank accounts as collateral security. The agreement creates a mechanism whereby the deposit bank agrees to comply with the secured party's instructions regarding the account without requiring additional consent from the account holder (debtor). This arrangement is particularly important in project finance, corporate lending, and other secured transactions where cash flow control is essential for the lender's security package. The document must comply with Indonesian banking regulations and typically includes detailed provisions on control mechanisms, operating procedures, and the rights and obligations of all parties involved. The agreement becomes especially relevant in enforcement scenarios, ensuring the lender can effectively control the account upon the occurrence of specified events of default.

1. Parties: Identifies the three main parties: Secured Party, Debtor, and Deposit Bank

2. Background: Explains the context of the agreement, including reference to any underlying credit facility or security agreement

3. Definitions: Defines key terms used throughout the agreement, including Account, Control, Notice, Instructions, etc.

4. Account Control: Establishes the secured party's control rights over the account and the nature of such control

5. Bank's Rights and Responsibilities: Details the deposit bank's obligations, including following instructions and maintaining the account

6. Control Notice and Instructions: Specifies procedures for issuing control notices and instructions regarding the account

7. Representations and Warranties: Contains statements of fact and assurances from each party

8. Security Interest: Confirms and acknowledges the secured party's security interest in the account

9. Fees and Expenses: Details the fees payable to the deposit bank and allocation of expenses

10. Indemnification: Outlines the parties' indemnification obligations

11. Term and Termination: Specifies the duration of the agreement and termination procedures

12. Notices: Sets forth the procedure for giving notices under the agreement

13. Governing Law and Jurisdiction: Specifies Indonesian law as governing law and determines jurisdiction for disputes

14. Miscellaneous: Contains standard boilerplate provisions including amendments, assignments, and severability