The Subordinated Creditors Security Agreement is essential in complex financing arrangements where multiple creditors hold security interests in the same collateral. This document, governed by U.S. law, particularly Article 9 of the UCC, establishes a clear hierarchy of claims and defines the rights and obligations of each creditor. It's commonly used in leveraged financings, restructurings, and situations where layered debt financing is required. The agreement details perfection requirements, enforcement rights, and payment waterfall provisions, providing certainty and clarity in the event of default or bankruptcy.
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1. Parties: Identification of senior creditor, subordinated creditor, and debtor
2. Background: Context of the subordination arrangement and existing credit relationships
3. Definitions: Key terms including Senior Debt, Subordinated Debt, Collateral, Security Interest
4. Subordination Terms: Core provisions establishing the subordination arrangement
5. Security Interest Grant: Express grant of security interest in specified collateral
6. Representations and Warranties: Standard assurances regarding authority, ownership, and status
7. Covenants: Ongoing obligations of the parties
8. Default and Remedies: Events of default and available remedies
1. Intercreditor Provisions: Additional provisions governing relationship between multiple creditors when multiple creditors are involved beyond simple senior/subordinated structure
2. Waterfall Provisions: Detailed allocation of payments and proceeds when complex payment priorities need to be established
3. Trust Provisions: Provisions regarding appointment and duties of a security trustee when a trustee structure is being used
1. Schedule of Collateral: Detailed description of all assets subject to security interest
2. Schedule of Existing Liens: List of pre-existing liens and encumbrances on collateral
3. Schedule of Filing Offices: List of jurisdictions where UCC filings will be made
4. Form of UCC Financing Statement: Template UCC-1 filing form
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