The Security Trust Agreement is a crucial document in structured finance and secured lending transactions under Austrian law. It is primarily used in scenarios involving multiple lenders or bondholders who require security over assets, but wish to avoid the complexity and impracticality of each secured party holding direct security interests. The agreement establishes a trust structure (adapted to civil law requirements) whereby a single entity acts as security trustee, holding and managing the security package on behalf of the secured parties. This arrangement is particularly important in syndicated lending, bond issuances, and other complex financing structures where the pool of secured creditors may change over time. The document must carefully navigate Austrian civil law principles, which don't recognize common law trusts, through mechanisms such as parallel debt structures and direct representation concepts.
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1. Parties: Identification of the Security Trustee, Security Provider(s), and Secured Parties
2. Background: Context of the security arrangement, reference to underlying facility/credit agreements, and purpose of the security trust
3. Definitions and Interpretation: Definitions of key terms, interpretation rules, and references to Austrian legal concepts
4. Appointment and Duties of Security Trustee: Formal appointment of trustee, scope of authority, and detailed responsibilities
5. Creation and Perfection of Security: Provisions regarding the creation, registration, and perfection of security interests
6. Parallel Debt: Establishment of parallel debt structure to accommodate Austrian law requirements for security trust arrangements
7. Security Trustee Rights and Powers: Detailed powers of the security trustee in managing and enforcing security
8. Security Provider Covenants: Obligations of the security provider regarding maintenance and preservation of security assets
9. Enforcement: Conditions and procedures for enforcing security interests
10. Application of Proceeds: Order of priority and distribution of enforcement proceeds
11. Liability and Indemnification: Scope of security trustee's liability and indemnification provisions
12. Resignation and Replacement: Procedures for resignation, removal, and replacement of security trustee
13. Costs and Expenses: Allocation of costs related to the security trust arrangement
14. Notices: Communication procedures between parties
15. Governing Law and Jurisdiction: Confirmation of Austrian law governance and jurisdiction provisions
1. Security Account Provisions: Detailed provisions for security accounts, required when bank accounts form part of the security package
2. Intellectual Property Rights: Specific provisions for IP security, needed when IP assets are part of the collateral
3. Real Estate Security Provisions: Additional provisions required when real estate assets are included in the security package
4. Inter-creditor Provisions: Required when multiple classes of secured creditors are involved
5. Tax Provisions: Detailed tax-related provisions when specific tax implications need to be addressed
6. Currency Provisions: Required when security assets or secured obligations involve multiple currencies
7. Security Agent Provisions: Additional provisions when a separate security agent is appointed alongside the trustee
1. Security Assets Schedule: Detailed list and description of all assets subject to security
2. Form of Accession Deed: Template for additional parties to accede to the agreement
3. Security Trust Fee Schedule: Details of fees payable to the Security Trustee
4. Registration Requirements: List of required registrations and filings for each type of security
5. Form of Power of Attorney: Template POA for security trustee actions
6. Secured Party Details: List of secured parties and their respective secured obligations
7. Notice Forms: Template notices required for perfection of certain security interests
8. Security Documents: List and copies of individual security documents creating the security interests
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