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An Inter Corporate Deposit Agreement is utilized when one company wishes to deposit excess funds with another company, typically for cash management or short-term financing purposes. This document, governed by Dutch law, establishes the legal framework for such deposits, including detailed provisions on deposit terms, interest calculations, and repayment obligations. It's commonly used between group companies or trusted business partners, providing a structured approach to managing corporate liquidity while ensuring compliance with Dutch financial regulations and corporate law. The agreement includes necessary safeguards for both parties, addressing risk management, regulatory requirements, and operational procedures for the deposit arrangement.

1. Parties: Identification of the depositor and deposit-taking entity

2. Background: Context of the agreement and relationship between the parties

3. Definitions and Interpretation: Definitions of key terms and interpretation rules

4. Deposit Terms: Core terms including deposit amount, term, and purpose

5. Interest: Interest rate, calculation method, and payment terms

6. Deposit and Repayment: Mechanics of making the deposit and repayment procedures

7. Representations and Warranties: Standard representations by both parties regarding capacity and authority

8. Covenants: Ongoing obligations of both parties during the deposit term

9. Events of Default: Circumstances constituting default and consequences

10. Termination: Terms for early termination and consequences

11. Notices: Communication procedures between parties

12. Confidentiality: Obligations regarding confidential information

13. Assignment: Restrictions on transfer of rights and obligations

14. Governing Law and Jurisdiction: Choice of Dutch law and jurisdiction provisions

15. General Provisions: Standard boilerplate clauses including severability, entire agreement, etc.