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A Security Sharing Agreement becomes necessary when multiple parties hold or will hold security interests over the same assets and need to establish their respective rights and priorities. This document, governed by Austrian law, is commonly used in syndicated lending, bond issuances, and other complex financing arrangements where multiple creditors are involved. The agreement defines how security interests are shared, managed, and enforced, ensuring compliance with Austrian securities regulations and relevant EU directives. It typically includes detailed provisions on priority rights, enforcement procedures, distribution of proceeds, and the appointment of a security agent. The Security Sharing Agreement is particularly important in the Austrian market where multiple layers of security interests need to be coordinated within the civil law framework and financial market regulations.

1. Parties: Identification of all parties to the agreement, including their legal status and registered addresses

2. Background: Context of the agreement and general purpose of the security sharing arrangement

3. Definitions and Interpretation: Detailed definitions of terms used throughout the agreement and rules of interpretation

4. Security Interest: Description of the securities being shared and the nature of the security interest being created

5. Sharing Arrangements: Core provisions detailing how the security interests will be shared between the parties

6. Priority and Ranking: Establishes the priority and ranking of security interests between the parties

7. Enforcement: Procedures and rights for enforcing security interests, including conditions and limitations

8. Application of Proceeds: Rules for distributing proceeds from enforcement or realization of security

9. Representations and Warranties: Standard representations and warranties from each party

10. Regulatory Compliance: Obligations regarding compliance with relevant Austrian and EU securities regulations

11. Costs and Expenses: Allocation of costs and expenses related to the agreement and its enforcement

12. Confidentiality: Provisions for protecting confidential information shared under the agreement

13. Termination: Circumstances and procedures for terminating the agreement

14. Governing Law and Jurisdiction: Confirmation of Austrian law as governing law and jurisdiction for disputes