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Security Assignment Agreement
"I need a Security Assignment Agreement under Irish law for assigning receivables from our technology services contracts as security for a €5 million term loan from ABC Bank Limited, with the security to become effective from March 1, 2025."
1. Parties: Identification of the Assignor (security provider) and Assignee (security taker)
2. Background: Context of the security arrangement, reference to any underlying obligations or facilities
3. Definitions and Interpretation: Definitions of key terms and interpretation provisions
4. Creation of Security: Core provisions creating the security interest and assignment
5. Secured Obligations: Definition and scope of the obligations being secured
6. Representations and Warranties: Assignor's representations regarding ownership, capacity, and authority
7. Covenants: Positive and negative undertakings of the Assignor
8. Perfection Requirements: Actions required to perfect the security interest
9. Enforcement: Rights and remedies upon enforcement, appointment of receivers
10. Power of Attorney: Appointment of Assignee as attorney to perfect or enforce security
11. Further Assurance: Obligation to execute further documents and take additional steps if required
12. Assignments and Transfers: Provisions regarding ability to transfer rights under the agreement
13. Notices: Communications provisions between parties
14. Governing Law and Jurisdiction: Irish law as governing law and jurisdiction provisions
1. Regulatory Compliance: Required if the security involves regulated assets or entities
2. Third Party Rights: Required if there are existing third party rights or subordination arrangements
3. Currency Provisions: Required for cross-border transactions or multiple currency secured obligations
4. Tax Provisions: Required if specific tax implications need to be addressed
5. Security Agent Provisions: Required in syndicated facilities where security is held by an agent
6. Release and Discharge: Optional detailed provisions on release mechanics
7. Costs and Expenses: Optional detailed provisions on cost allocation
8. Counterparts: Optional execution in counterparts provision
1. Schedule 1 - Assigned Assets: Detailed description of the assets subject to the security assignment
2. Schedule 2 - Form of Notice of Assignment: Template notice to be sent to relevant third parties
3. Schedule 3 - Form of Acknowledgment: Template acknowledgment to be obtained from relevant third parties
4. Schedule 4 - Perfection Requirements: Specific actions required to perfect the security interest
5. Schedule 5 - Existing Security: Details of any permitted existing security over the assigned assets
6. Appendix 1 - Related Rights: List of related rights included in the security assignment
7. Appendix 2 - Relevant Agreements: Copies or details of underlying agreements related to assigned assets
Authors
Banking
Financial Services
Real Estate
Infrastructure
Energy
Manufacturing
Technology
Healthcare
Construction
Telecommunications
Asset Finance
Project Finance
Legal
Finance
Treasury
Risk Management
Compliance
Corporate Secretariat
Banking
Securities
Commercial
Credit
Legal Counsel
Finance Director
Corporate Lawyer
Security Trustee
Facility Agent
Commercial Director
Treasury Manager
Risk Manager
Compliance Officer
Company Secretary
Transaction Manager
Chief Financial Officer
General Counsel
Banking Lawyer
Finance Manager
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