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Security Account Control Agreement
"I need a Security Account Control Agreement under UAE law for a project finance transaction, where multiple USD and AED accounts held with Emirates NBD will be secured in favor of a syndicate of international banks, with the agreement taking effect from March 1, 2025."
1. Parties: Identifies the key parties: Account Holder, Secured Party, and Account Bank
2. Background: Explains the underlying security arrangement and purpose of the control agreement
3. Definitions and Interpretation: Defines key terms and establishes interpretation principles
4. Establishment of Account Control: Core provisions establishing control over the secured accounts
5. Account Bank's Rights and Obligations: Details the Account Bank's duties, including following instructions and maintaining the accounts
6. Control and Instructions: Specifies who can give instructions and when, including the shifting of control upon enforcement
7. Security Interest: Confirms the security interest and its relationship to the main security agreement
8. Representations and Warranties: Key statements by each party regarding their capacity and authority
9. Account Operation: Day-to-day operation of the accounts, including permitted withdrawals and transfers
10. Fees and Expenses: Details of the Account Bank's fees and expense reimbursement
11. Termination: Circumstances and process for terminating the agreement
12. Notices: Communication procedures between parties
13. Governing Law and Jurisdiction: Specifies UAE law as governing law and jurisdiction for disputes
1. Multi-currency Provisions: Required when accounts may hold multiple currencies, specifying conversion procedures
2. Special Instructions: Needed when specific instruction protocols or authentication methods are required
3. Reporting Requirements: Used when regular reporting of account activity is required
4. Internet Banking Access: Required when online banking access needs to be regulated
5. Force Majeure: Optional provisions for extraordinary circumstances affecting account operation
6. Tax Provisions: Required when specific tax considerations need to be addressed
7. Additional Security Measures: Used when enhanced security protocols are needed for high-value accounts
1. Schedule 1 - Account Details: Lists all secured accounts with their numbers and types
2. Schedule 2 - Authorized Signatories: Lists authorized persons for each party who can give instructions
3. Schedule 3 - Form of Notice of Exclusive Control: Template for secured party to assume exclusive control
4. Schedule 4 - Operating Procedures: Detailed procedures for account operation and instruction processing
5. Schedule 5 - Fee Schedule: Details of the Account Bank's fees and charges
6. Schedule 6 - Form of Account Statement: Template for regular account statements if required
7. Appendix A - Authentication Procedures: Details of how instructions are to be authenticated
Authors
Banking
Financial Services
Investment Banking
Corporate Lending
Project Finance
Asset Management
Infrastructure
Real Estate
Construction
Energy
Manufacturing
Trading
Legal
Finance
Treasury
Credit
Risk Management
Compliance
Banking Operations
Corporate Finance
Project Finance
Transaction Management
Security and Collateral Management
Legal Counsel
Finance Manager
Treasury Manager
Relationship Manager
Security Trustee
Facility Agent
Credit Manager
Risk Manager
Compliance Officer
Transaction Manager
Project Finance Manager
Corporate Finance Manager
Banking Operations Manager
Senior Legal Associate
Finance Director
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