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Blocked Account Control Agreement for Australia

Blocked Account Control Agreement Template for Australia

A Blocked Account Control Agreement (BACA) is a tripartite agreement under Australian law that establishes control over a specified bank account for security purposes. The agreement governs the relationship between an account holder, a secured party (typically a lender), and the bank maintaining the account. It enables the secured party to perfect its security interest in the account under the Personal Property Securities Act 2009 (Cth) while establishing clear procedures for account operation, control mechanisms, and the rights and obligations of all parties involved.

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What is a Blocked Account Control Agreement?

The Blocked Account Control Agreement (BACA) is a crucial security document used in Australian financing transactions where a lender requires control over a borrower's bank account as part of its security package. This agreement is commonly used in project financing, secured lending, and structured finance transactions, particularly where cash flow control is essential for risk management. The document complies with Australian banking and securities laws, particularly the Personal Property Securities Act 2009 (Cth), and establishes the mechanisms for account control, operating procedures, and the respective rights and obligations of the account holder, secured party, and account bank. It is typically implemented alongside other security documents and is essential for perfecting security interests in deposit accounts under Australian law.

What sections should be included in a Blocked Account Control Agreement?

1. Parties: Identifies the Account Holder, Secured Party, and Account Bank as parties to the agreement

2. Background: Sets out the context of the agreement, including reference to related security agreements and the purpose of the blocked account arrangement

3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation principles

4. Account Control and Security: Establishes the security interest and control rights over the blocked account

5. Bank's Rights and Responsibilities: Details the Account Bank's obligations, including handling of instructions and maintaining the account

6. Account Operation: Specifies how the account will be operated, including restrictions on withdrawals and transfers

7. Instructions and Notices: Establishes procedures for giving and acting on instructions regarding the account

8. Representations and Warranties: Contains standard representations and warranties from all parties

9. Fees and Expenses: Sets out the fee structure and responsibility for expenses

10. Term and Termination: Specifies the duration of the agreement and termination procedures

11. General Provisions: Contains standard boilerplate provisions including governing law, jurisdiction, and amendments

What sections are optional to include in a Blocked Account Control Agreement?

1. Secured Party's Rights and Remedies: Additional section detailing specific enforcement rights of the Secured Party, used in more complex security arrangements

2. Account Holder Covenants: Additional undertakings by the Account Holder, included when specific ongoing obligations need to be documented

3. Electronic Banking Arrangements: Used when online banking access needs to be addressed specifically

4. Foreign Currency Provisions: Required when the blocked account may hold multiple currencies

5. Dispute Resolution: Detailed dispute resolution procedures, included for high-value or complex arrangements

6. Force Majeure: Addresses circumstances beyond parties' control, included in jurisdictions where this is commonly expected

What schedules should be included in a Blocked Account Control Agreement?

1. Account Details: Schedule containing the specific details of the blocked account(s)

2. Authorized Signatories: List of persons authorized to give instructions on behalf of each party

3. Form of Notice: Standard form for notices and instructions regarding the account

4. Fee Schedule: Detailed breakdown of fees and charges

5. Operating Procedures: Detailed procedures for account operation and control mechanisms

6. Form of Release Notice: Standard form for releasing control over the account upon termination

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

Australia

Publisher

Genie AI

Document Type

Account Agreement

Sector

Banking

Cost

Free to use

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