Security Trust Agreement Template for Philippines

The Security Trust Agreement is a critical document in secured financing transactions in the Philippines, particularly in syndicated loans, project finance, and complex security arrangements involving multiple creditors. It streamlines the administration of security interests by appointing a single trustee to act on behalf of various secured parties, eliminating the need for individual security arrangements. The agreement must comply with Philippine banking regulations, trust laws, and security interest requirements, including those under Republic Act No. 8791 and the Securities Regulation Code. This structure is particularly valuable in large-scale financing where security interests need to be held and managed efficiently for multiple lenders, while ensuring compliance with local legal requirements for trust arrangements and secured transactions.

1. Parties: Identification of all parties including the Security Trustee, Secured Parties, and Security Provider

2. Background: Context of the agreement including reference to underlying facilities or obligations being secured

3. Definitions and Interpretation: Comprehensive definitions of terms used and rules of interpretation

4. Appointment of Security Trustee: Terms of appointment and scope of authority of the Security Trustee

5. Declaration of Trust: Formal declaration establishing the trust over the security assets

6. Security Assets: Description and scope of the assets subject to the security trust

7. Security Trustee's Powers and Duties: Detailed outline of the Security Trustee's authorities, responsibilities, and limitations

8. Rights and Obligations of Secured Parties: Terms governing the secured parties' rights and responsibilities

9. Representations and Warranties: Standard and specific representations and warranties from all parties

10. Security Provider Covenants: Ongoing obligations and undertakings of the Security Provider

11. Events of Default: Circumstances constituting default and consequential rights

12. Enforcement: Procedures and powers for enforcing security upon default

13. Payments and Application of Proceeds: Rules for distributing proceeds from enforcement or income from security assets

14. Costs and Indemnities: Allocation of costs and indemnification obligations

15. Termination: Circumstances and process for terminating the trust arrangement

16. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction provisions