Collateral Account Control Agreement Template for Philippines

The Collateral Account Control Agreement is a crucial document in secured financing transactions under Philippine law, typically used when a lender requires security over a bank account as part of its collateral package. The agreement creates a control mechanism that enables the secured party to perfect its security interest in the account under the Personal Property Security Act of the Philippines, while establishing clear procedures for account operation. It is commonly used in project financing, corporate lending, and other secured transactions where cash accounts form part of the security package. The agreement details the circumstances under which the secured party can take exclusive control of the account, the bank's obligations regarding account operation, and the procedures for giving instructions. It includes provisions compliant with Philippine banking regulations and anti-money laundering requirements, making it essential for transactions involving Philippine bank accounts used as collateral.

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

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

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

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

5. Rights and Obligations of the Deposit Bank: Details the bank's responsibilities regarding account maintenance and following instructions

6. Instructions and Control: Specifies how and when instructions can be given, and the hierarchy of control between parties

7. Security Interest: Confirms the grant and perfection of the security interest in the account

8. Account Information and Statements: Specifies requirements for reporting account information and providing statements

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

10. Representations and Warranties: Contains standard representations and warranties from all parties

11. Indemnification: Sets out the indemnification obligations of the parties

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

13. Notices: Provides the mechanism for giving notices under the agreement

14. Governing Law and Jurisdiction: Specifies Philippine law as governing law and jurisdiction for disputes

15. Miscellaneous: Contains standard boilerplate provisions including amendments, assignments, etc.