The Collateral Agency Agreement is essential in complex secured financing transactions where multiple creditors have security interests in the same collateral. This document becomes particularly important in syndicated loans, project finance, and structured finance transactions in the United States. The agreement details how the collateral agent will perfect, maintain, and enforce security interests, manage the collateral, and distribute proceeds in accordance with UCC requirements and other applicable laws. It provides clarity on the agent's roles, responsibilities, and protections while ensuring fair treatment of all secured parties.
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1. Parties: Identifies the collateral agent, secured parties, and obligors
2. Background/Recitals: Describes the underlying transaction and purpose of the agreement
3. Definitions: Key terms used throughout the agreement including relevant legislation and regulatory requirements
4. Appointment of Collateral Agent: Formal appointment and acceptance of the collateral agent role
5. Rights and Duties of Collateral Agent: Detailed description of agent's responsibilities and authority under applicable laws
6. Collateral Administration: Procedures for handling and maintaining collateral in compliance with UCC and other applicable regulations
7. Indemnification: Protection provisions for the collateral agent
8. Resignation and Removal: Process for changing the collateral agent
9. Fees and Expenses: Compensation structure for the agent's services
1. Intercreditor Provisions: Required when multiple creditor classes exist, addressing priority and subordination rules under UCC Article 9
2. Foreign Collateral Provisions: Specific provisions for international assets, including OFAC compliance and cross-border regulations
3. Special Asset Provisions: Specific handling requirements for unique assets like IP, aircraft, or maritime vessels under relevant federal regulations
1. Schedule of Secured Parties: List of all secured parties and their interests
2. Schedule of Fees: Detailed fee structure for agent services
3. Schedule of Collateral: Detailed inventory of all collateral assets with UCC classifications
4. Form of Accession Agreement: Template for adding new secured parties
5. Form of Resignation Letter: Template for agent resignation
6. Operating Procedures: Detailed procedures for collateral management and regulatory compliance
Relevant legal definitions
Accession Agreement
Administrative Agent
Affiliate
Applicable Law
Banking Day
Borrower
Business Day
Collateral
Collateral Account
Collateral Agent
Collateral Documents
Default
Enforcement Action
Event of Default
Fees
Finance Documents
Governmental Authority
Indemnified Parties
Instruction
Lenders
Lien
Loan Agreement
Majority Lenders
Material Adverse Effect
Obligations
Permitted Liens
Person
Priority of Payments
Proceeds
Required Secured Parties
Secured Obligations
Secured Parties
Security
Security Documents
Security Interest
Security Period
Subsidiary
Taxes
Transaction Documents
UCC
Clauses
Appointment and Authority
Agency Provisions
Collateral Administration
Custody
Instructions
Enforcement
Security
Intercreditor Provisions
Priority of Payments
Fees and Expenses
Indemnification
Liability Limitation
Representations and Warranties
Covenants
Default
Resignation and Removal
Successor Agent
Notices
Amendment
Assignment
Confidentiality
Force Majeure
Governing Law
Jurisdiction
Dispute Resolution
Severability
Counterparts
Third Party Rights
Further Assurance
Entire Agreement
Relevant Industries
Relevant Teams
Relevant Roles
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