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Collateral Sharing Agreement
"I need a Collateral Sharing Agreement for a syndicated loan facility where three Nigerian banks will share security over oil & gas assets, with one bank acting as security trustee, and we need to ensure compliance with both Nigerian petroleum regulations and banking laws."
1. Parties: Identifies all creditors participating in the sharing arrangement and any security trustee/agent
2. Background: Sets out the context of the sharing arrangement, including reference to underlying facility agreements and security documents
3. Definitions and Interpretation: Defines key terms used throughout the agreement and interpretation rules
4. Sharing and Priority Arrangements: Details how the collateral and proceeds will be shared among creditors, including priority rankings
5. Security Trust and Agency: Establishes the role and powers of the security trustee/agent in managing the shared collateral
6. Decision Making: Procedures for making decisions regarding the shared collateral, including voting rights and majority requirements
7. Enforcement: Rules and procedures for enforcing security interests and distributing proceeds
8. Payment Mechanics: Procedures for collecting and distributing payments among creditors
9. Costs and Expenses: Allocation of costs related to maintaining and enforcing the security interests
10. Changes to the Parties: Procedures for adding or removing creditors from the arrangement
11. Notices: Communication requirements and procedures between parties
12. Governing Law and Jurisdiction: Specifies Nigerian law as governing law and jurisdiction for disputes
1. Intercreditor Provisions: Detailed provisions governing relationships between different classes of creditors - used when there are multiple tiers of debt
2. Standstill Provisions: Restrictions on individual creditor actions - included when needed to prevent unilateral enforcement
3. Currency Conversion: Rules for handling multiple currencies - needed when collateral or obligations involve different currencies
4. Tax Provisions: Specific tax-related provisions - included when tax implications are significant
5. Refinancing Provisions: Procedures for handling refinancing of existing facilities - included when refinancing is contemplated
6. Insurance: Provisions regarding insurance of collateral - included when specific assets require insurance coverage
7. Parallel Debt: Creates parallel payment obligations - needed when dealing with jurisdictions that don't recognize trust concepts
8. Local Law Requirements: Specific provisions required by Nigerian law - included based on nature of collateral and parties
1. Party Details: Complete details of all parties including notice information
2. Form of Accession Deed: Template for new creditors joining the arrangement
3. Security Documents: List and copies of all security documents covered by the sharing arrangement
4. Collateral Details: Detailed description of all shared collateral and their respective values
5. Priority Rankings: Detailed matrix showing priority rankings for different types of collateral and creditors
6. Form of Resignation Letter: Template for creditors exiting the arrangement
7. Voting and Decision Making Procedures: Detailed procedures for different types of decisions
8. Distribution Waterfall: Detailed order of priority for distributing enforcement proceeds
Authors
Account Bank
Additional Creditor
Authorized Representative
Business Day
Collateral
Collateral Documents
Common Security
Creditor Liabilities
Decision Period
Default
Discharge Date
Distribution Proceeds
Enforcement Action
Enforcement Date
Enforcement Notice
Event of Default
Excess Proceeds
Facility Agreement
Finance Documents
Financial Indebtedness
Insolvency Event
Intercreditor Agent
Liability
Majority Creditors
Material Adverse Effect
Nigerian Business Day
Parallel Debt
Payment Date
Permitted Enforcement Action
Primary Creditors
Priority of Payments
Pro Rata Share
Proceeds
Qualifying Senior Creditor
Recoveries
Secured Obligations
Secured Parties
Security
Security Agent
Security Documents
Security Interest
Security Period
Security Provider
Security Trust
Security Trustee
Senior Creditors
Sharing Percentage
Standstill Period
Subordinated Creditors
Trust Property
Unanimous Decision Matter
Voting Entitlement
Priorities and Ranking
Security Trust
Agency Provisions
Sharing of Security
Payment Provisions
Enforcement
Standstill
Application of Proceeds
Decision Making
Appointment Rights
Information Sharing
Accession
Assignment and Transfer
Amendment and Waiver
Costs and Expenses
Indemnities
Notices
Calculations and Certificates
Partial Invalidity
Remedies and Waivers
Confidentiality
Counterparts
Governing Law
Dispute Resolution
Security Perfection
Registration Requirements
Representations and Warranties
Undertakings
Default
Termination
Banking
Financial Services
Infrastructure
Real Estate
Oil & Gas
Manufacturing
Mining
Telecommunications
Power & Energy
Agriculture
Legal
Finance
Risk Management
Credit
Compliance
Treasury
Corporate Banking
Syndications
Project Finance
Security Administration
Transaction Management
Chief Financial Officer
Legal Counsel
Finance Director
Risk Manager
Credit Manager
Security Trustee
Facility Agent
Compliance Officer
Treasury Manager
Transaction Manager
Syndication Manager
Corporate Banking Manager
Security Agent
Project Finance Manager
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