The Collateral Account Control Agreement is a crucial document in Canadian secured lending transactions where a lender requires control over the borrower's deposit accounts as collateral security. This agreement is commonly used in project finance, corporate lending, and structured finance transactions across various industries. It complies with Canadian federal banking regulations and provincial personal property security legislation, particularly regarding perfection of security interests through control. The agreement details the mechanism by which the secured party can exercise control over the accounts, the deposit bank's obligations to comply with the secured party's instructions, and the account holder's continued access to the accounts until a control notice is issued. This document is essential for establishing priority rights over deposit accounts and providing certainty regarding the parties' respective rights and obligations in the context of the broader security arrangement.
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1. Parties: Identifies the three main parties: Account Holder, Secured Party, and Deposit Bank
2. Background: Explains the context of the agreement, including reference to the underlying security agreement and the existence of the relevant account(s)
3. Definitions: Defines key terms used throughout the agreement, including Account, Control, Instructions, Business Day, etc.
4. Account Control and Security Interest: Establishes the secured party's control over the account and confirms the security interest
5. Rights and Obligations of Deposit Bank: Details the bank's responsibilities regarding account maintenance and following instructions
6. Account Operation: Specifies how the account will be operated, including handling of instructions and notifications
7. Security Interest and Control: Confirms the secured party's security interest and control rights over the account
8. Representations and Warranties: Contains standard representations from each party regarding authority, binding nature of agreement, etc.
9. Fees and Expenses: Addresses the deposit bank's fees and expense reimbursement
10. Indemnification: Covers indemnification obligations of the account holder and secured party to the deposit bank
11. Termination: Specifies conditions and process for terminating the agreement
12. Miscellaneous: Contains standard boilerplate provisions including notices, amendments, governing law, etc.
1. Deposit Bank's Subordination: Used when the deposit bank needs to subordinate any existing liens or set-off rights
2. Foreign Currency Accounts: Required when the controlled account may contain foreign currencies
3. Electronic Communications: Added when parties agree to use electronic means for instructions and notifications
4. Multiple Secured Parties: Required when there are multiple secured parties with different priority rights
5. Investment Property: Needed when the account may hold investment property or securities
6. Regulatory Compliance: Added for regulated entities with specific compliance requirements
1. Schedule A - Account Details: Lists all accounts covered by the agreement, including account numbers and types
2. Schedule B - Authorized Persons: Lists individuals authorized to give instructions on behalf of the secured party
3. Schedule C - Form of Notice of Control: Template for notifying the deposit bank of control activation
4. Schedule D - Fee Schedule: Details of the deposit bank's fees for services under the agreement
5. Schedule E - Notice Details: Contact information and notice requirements for all parties
6. Appendix 1 - Operating Procedures: Detailed procedures for account operation, instructions, and communications
Authors
Relevant legal definitions
Clauses
Relevant Industries
Banking
Financial Services
Investment Management
Corporate Lending
Asset Management
Private Equity
Commercial Real Estate
Infrastructure
Manufacturing
Energy
Mining
Technology
Relevant Teams
Legal
Finance
Treasury
Credit Risk
Compliance
Corporate Banking
Transaction Management
Project Finance
Security Administration
Account Management
Relevant Roles
Chief Financial Officer
Treasury Manager
Corporate Counsel
Finance Director
Relationship Manager
Credit Risk Manager
Legal Counsel
Account Manager
Security Trustee
Compliance Officer
Transaction Manager
Corporate Banking Officer
Senior Loan Officer
Project Finance Manager
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