Security Agreement Template for Netherlands

A Security Agreement is a legal contract that gives a lender rights over specific assets owned by a borrower to secure a loan or other financial obligation under Dutch law. Think of it as a formal promise that lets the lender claim certain property if the borrower fails to pay back what they owe.

In the Netherlands, these agreements must follow the Dutch Civil Code (Burgerlijk Wetboek) and typically cover assets like equipment, inventory, or accounts receivable. They're especially common in business financing, where banks require collateral before extending credit. The agreement specifies exactly which assets serve as security and outlines both parties' rights and responsibilities regarding the secured property.

Use a Security Agreement when lending money or extending credit and you need protection against default. Dutch businesses commonly need these agreements when financing equipment purchases, securing business loans, or establishing lines of credit with suppliers. They're essential for protecting your interests as a lender in the Netherlands.

The agreement becomes particularly valuable when dealing with high-value transactions or when lending to new business partners without an established credit history. Dutch banks and financial institutions routinely require these agreements before approving commercial loans, especially when the borrower offers specific assets like machinery, inventory, or receivables as collateral.

• Collateral Pledge Agreement: Covers physical assets and tangible property as security
• Convertible Bond Agreement: Secures debt that can convert to equity shares
• Stock Repurchase Agreement: Uses company shares as security collateral
• Reverse Repurchase Agreement: Temporary transfer of securities with buyback provisions
• Transfer Of Shares Agreement: Facilitates share-backed lending arrangements

• Banks and Financial Institutions: Primary users who require Security Agreements when extending loans or credit facilities to Dutch businesses
• Corporate Borrowers: Companies seeking business financing who must offer assets as collateral
• Legal Counsel: Dutch attorneys who draft and review agreements to ensure compliance with local secured transaction laws
• Corporate Directors: Authorized signatories who execute these agreements on behalf of their companies
• Credit Officers: Bank professionals who monitor compliance and maintain oversight of secured assets
• Notaries: Dutch civil law notaries who may need to authenticate certain Security Agreements, especially for real property

• Identify Assets: List all collateral items with detailed descriptions, serial numbers, and current market values
• Verify Ownership: Gather proof that the borrower legally owns the assets being pledged
• Document Parties: Collect legal names, registration numbers, and authorized signatories of all involved entities
• Check Restrictions: Review existing contracts to confirm no restrictions on pledging these assets
• Define Terms: Specify loan amount, interest rates, payment schedules, and default conditions
• Generate Agreement: Use our platform to create a legally-sound Security Agreement that meets Dutch legal requirements
• Review Details: Double-check all asset descriptions and payment terms before finalizing

• Party Details: Full legal names, addresses, and registration numbers of lender and borrower
• Collateral Description: Precise identification of secured assets with detailed specifications
• Secured Obligations: Clear statement of the debt or obligations being secured
• Creation Clause: Express language creating the security right under Dutch law
• Perfection Requirements: Steps needed to make the security interest legally binding
• Enforcement Rights: Lender's powers upon default, following Dutch Civil Code requirements
• Governing Law: Explicit choice of Dutch law and jurisdiction
• Representations: Borrower's warranties about asset ownership and authority to pledge

A Security Agreement is often confused with an Asset Purchase Agreement, but they serve distinct purposes in Dutch business law. While both involve assets, their fundamental functions differ significantly.

• Purpose and Function: Security Agreements create a lender's right over assets as collateral, while Asset Purchase Agreements transfer complete ownership of assets from seller to buyer
• Duration of Control: Security Agreements maintain borrower ownership with temporary lender rights, whereas Asset Purchase Agreements permanently transfer all rights
• Financial Context: Security Agreements support loan transactions as protection, while Asset Purchase Agreements facilitate outright sales
• Legal Requirements: Security Agreements need specific perfection steps under Dutch law to be effective; Asset Purchase Agreements require transfer of title documentation
• Risk Profile: Security Agreements focus on default protection, while Asset Purchase Agreements address sale-related risks and warranties