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Security Trust Deed
"I need a Security Trust Deed under Swiss law for a syndicated loan facility closing on March 15, 2025, where multiple international banks will share security over real estate assets and operating subsidiaries in Switzerland and Germany."
1. Parties: Identification of the Security Trustee, Security Provider(s), and Beneficiaries
2. Background: Context of the security arrangement, reference to underlying obligations and purpose of the trust
3. Definitions and Interpretation: Definitions of key terms and interpretation rules
4. Declaration of Trust: Formal creation of trust over the security assets
5. Security Assets: Detailed description and scope of the assets subject to the security trust
6. Secured Obligations: Definition and scope of the obligations secured by the trust arrangement
7. Powers and Duties of Security Trustee: Detailed provisions regarding trustee's authority, responsibilities, and limitations
8. Security Trust Administration: Operational aspects of managing the security trust
9. Enforcement: Circumstances and procedures for enforcing security interests
10. Priority and Subordination: Ranking of security interests and relationship with other creditors
11. Representations and Warranties: Standard declarations by the parties
12. Liability and Indemnification: Provisions regarding trustee liability and indemnification
13. Changes to Parties: Procedures for trustee resignation, removal, and appointment of successor
14. Costs and Expenses: Allocation of costs related to the trust arrangement
15. Notices: Communication procedures between parties
16. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction
17. Miscellaneous: Standard boilerplate provisions
1. Parallel Debt: Required if the security package includes jurisdictions that don't recognize trust concepts
2. Security Agent Provisions: Required if the trustee also acts as security agent in certain jurisdictions
3. Currency Conversion: Include if secured obligations are in multiple currencies
4. Tax Provisions: Detailed tax provisions if significant cross-border elements exist
5. Bank Accounts: Required if trust includes control over specific bank accounts
6. Amendments and Waivers: Additional provisions for complex, syndicated arrangements
7. Information Rights: Detailed reporting requirements for complex security packages
1. Security Assets Schedule: Detailed description and documentation of all security assets
2. Beneficiaries Schedule: List and details of initial beneficiaries
3. Forms of Accession: Template documents for new parties joining the arrangement
4. Form of Transfer Certificate: Template for transferring rights under the deed
5. Security Documents: List and copies of related security documents
6. Notice Forms: Template notices to perfect security interests
7. Fee Schedule: Details of trustee compensation and fee structure
8. Powers of Attorney: Forms of powers of attorney granted to the trustee
Authors
Banking and Financial Services
Investment Management
Corporate Finance
Real Estate
Infrastructure
Energy
Manufacturing
Technology
Telecommunications
Healthcare
Transportation and Logistics
Legal
Finance
Treasury
Compliance
Risk Management
Corporate Secretariat
Investment
Banking
Security Administration
Transaction Management
General Counsel
Legal Director
Corporate Lawyer
Finance Director
Chief Financial Officer
Treasury Manager
Compliance Officer
Risk Manager
Transaction Manager
Security Trustee
Facility Agent
Corporate Secretary
Investment Manager
Senior Legal Counsel
Banking Lawyer
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