A Collateral Sharing Agreement becomes necessary when multiple creditors have or will have security interests in the same collateral of a borrower. This agreement, particularly relevant in the United States, establishes a clear framework for creditor rights, priorities, and enforcement procedures. The document typically includes detailed provisions on payment waterfall, enforcement mechanisms, and bankruptcy scenarios. It's commonly used in syndicated lending, project finance, and other complex financing arrangements where multiple creditors need to coordinate their security interests while maintaining their respective priorities.
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1. Parties: Identification of all participating creditors and the borrower
2. Background: Context of the existing credit facilities and reason for sharing collateral
3. Definitions: Key terms including Collateral, Security Interest, Priority, Enforcement Rights
4. Sharing Arrangements: Core terms of how collateral will be shared among creditors
5. Priority and Subordination: Ranking of security interests and payment priorities
6. Enforcement Provisions: Rights and procedures for enforcing security interests
7. Representations and Warranties: Standard assurances from all parties
1. Standstill Provisions: Additional provisions used when certain creditors agree to delay enforcement actions in multiple creditor scenarios with different priority levels
2. Waterfall Provisions: Detailed allocation of proceeds from collateral, used in complex sharing arrangements with multiple creditors
3. Bankruptcy Provisions: Special arrangements in case of borrower bankruptcy, typically included in higher risk transactions
1. Schedule of Secured Obligations: List of all debt obligations covered by the agreement
2. Schedule of Collateral: Detailed description of shared collateral assets
3. Schedule of Security Documents: List of all security agreements and perfection documents
4. Form of Accession Deed: Template for new creditors to join the agreement
5. Priority Matrix: Detailed breakdown of priorities among different creditors
Relevant legal definitions
Acceleration Event
Accession Deed
Additional Creditor
Affiliate
Agent
Approved Form
Authorized Officer
Borrower
Business Day
Collateral
Collateral Documents
Default
Discharge Date
Enforcement Action
Enforcement Date
Event of Default
Facility Agreement
Finance Documents
Financial Indebtedness
Guarantor
Insolvency Event
Intercreditor Amendment
Junior Creditor
Junior Debt
Lenders
Liabilities
Majority Lenders
Material Adverse Effect
Obligation
Participating Creditors
Party
Payment Default
Permitted Payment
Priority of Payments
Proceeds
Qualifying Senior Creditor
Receiver
Recoveries
Secured Obligations
Secured Parties
Security
Security Agent
Security Documents
Security Interest
Senior Creditor
Senior Debt
Standstill Period
Transaction Security
Trust Property
Waterfall
Accession Deed
Additional Creditor
Affiliate
Agent
Approved Form
Authorized Officer
Borrower
Business Day
Collateral
Collateral Documents
Default
Discharge Date
Enforcement Action
Enforcement Date
Event of Default
Facility Agreement
Finance Documents
Financial Indebtedness
Guarantor
Insolvency Event
Intercreditor Amendment
Junior Creditor
Junior Debt
Lenders
Liabilities
Majority Lenders
Material Adverse Effect
Obligation
Participating Creditors
Party
Payment Default
Permitted Payment
Priority of Payments
Proceeds
Qualifying Senior Creditor
Receiver
Recoveries
Secured Obligations
Secured Parties
Security
Security Agent
Security Documents
Security Interest
Senior Creditor
Senior Debt
Standstill Period
Transaction Security
Trust Property
Waterfall
Clauses
Interpretation
Ranking and Priority
Payment Subordination
Turnover
Security and Guarantees
Enforcement of Security
Application of Proceeds
Purchase Option
Payment Blockage
Standstill
Amendments and Waivers
Changes to Parties
Accession
Information Sharing
Notices
Release of Security
Costs and Expenses
Indemnities
Power of Attorney
Assignment and Transfer
Confidentiality
Representations and Warranties
Default and Acceleration
Voting Rights
Bankruptcy Provisions
Further Assurance
Governing Law
Dispute Resolution
Termination
Severability
Ranking and Priority
Payment Subordination
Turnover
Security and Guarantees
Enforcement of Security
Application of Proceeds
Purchase Option
Payment Blockage
Standstill
Amendments and Waivers
Changes to Parties
Accession
Information Sharing
Notices
Release of Security
Costs and Expenses
Indemnities
Power of Attorney
Assignment and Transfer
Confidentiality
Representations and Warranties
Default and Acceleration
Voting Rights
Bankruptcy Provisions
Further Assurance
Governing Law
Dispute Resolution
Termination
Severability
Relevant Industries
Relevant Teams
Relevant Roles
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