The Master Security Agreement serves as the primary security document in complex financing arrangements under English and Welsh law. It is typically used when multiple assets need to be secured or when security needs to be granted over time for different obligations. The agreement provides a uniform set of terms and conditions that apply to all security interests created under it, reducing documentation requirements and ensuring consistency. It includes provisions for creation, perfection, and enforcement of security, along with detailed representations and covenants, making it particularly useful in syndicated lending, project finance, and structured finance transactions.
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1. Parties: Identifies the security provider and security trustee/beneficiary
2. Background: Context of the security arrangement and underlying obligations
3. Definitions: Key terms used throughout the agreement including secured assets and secured liabilities
4. Creation of Security: Core provisions creating the security interests over different asset classes
5. Representations and Warranties: Standard security provider representations regarding ownership, capacity, and authority
6. Covenants: Ongoing obligations of the security provider including maintenance of assets and restrictions
7. Further Assurance: Obligations to execute additional documents and perfect security
8. Enforcement: Rights and remedies upon default including appointment of receivers
9. Power of Attorney: Appointment of security trustee as attorney for security purposes
10. Miscellaneous: Standard boilerplate provisions including notices and amendments
1. Intercreditor Provisions: Provisions governing relationships between multiple creditors, used when there are multiple secured parties
2. Trust Provisions: Detailed trust arrangements when security is held by a security trustee for multiple beneficiaries
3. Foreign Law Security: Additional provisions for security over overseas assets or involving foreign security providers
4. Bank Accounts: Specific provisions for charged bank accounts and operation restrictions
5. Insurance Provisions: Detailed requirements for insurance of secured assets and application of proceeds
1. Schedule 1 - Secured Assets: Detailed description and categorization of all assets subject to security
2. Schedule 2 - Secured Liabilities: Definition and scope of obligations secured by the agreement
3. Schedule 3 - Forms of Notice: Standard form notices for perfecting security over various assets including account bank notices
4. Schedule 4 - Security Documents: List of supplemental security documents forming part of the security package
5. Schedule 5 - Powers of Receiver: Detailed list of powers granted to any appointed receiver
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