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Collateral Sharing Agreement for the United Kingdom

Collateral Sharing Agreement Template for England and Wales

A Collateral Sharing Agreement under English and Welsh law is a contractual arrangement that establishes the terms and conditions for sharing security interests among multiple creditors. It defines the ranking and priority of different creditors' claims, the role and powers of the security agent, and the mechanisms for enforcing security and distributing proceeds. The agreement is crucial in complex financing arrangements where multiple parties have security interests in the same assets.

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What is a Collateral Sharing Agreement?

A Collateral Sharing Agreement is essential in transactions involving multiple secured creditors with interests in the same collateral pool. Under English and Welsh law, this document establishes the framework for managing shared security interests, defining creditor rankings, and coordinating enforcement actions. The agreement typically accompanies syndicated loans, bond issuances, or other complex financing arrangements where security needs to be shared efficiently among various stakeholders. It addresses key aspects such as the appointment and role of a security agent, voting rights, enforcement procedures, and the application of enforcement proceeds.

What sections should be included in a Collateral Sharing Agreement?

1. Parties: Identification of all parties to the agreement including security agent, creditors, and obligors

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

3. Definitions: Key terms used throughout the agreement

4. Sharing and Ranking of Security: Core provisions regarding how collateral is shared and priority arrangements

5. Security Agent Provisions: Powers and duties of the security agent

6. Enforcement: Procedures and rights regarding enforcement of security

7. Application of Proceeds: Order of application of enforcement proceeds

8. Governing Law and Jurisdiction: Choice of law and jurisdiction provisions

What sections are optional to include in a Collateral Sharing Agreement?

1. New Creditor Accession: Procedures for additional creditors joining the arrangement - include when arrangement contemplates additional creditors joining

2. Hedge Counterparty Provisions: Specific provisions for hedge counterparties - include when hedging arrangements are part of the security package

3. Intercreditor Provisions: Detailed provisions governing relationship between different classes of creditors - include when multiple classes of creditors exist

What schedules should be included in a Collateral Sharing Agreement?

1. Form of Accession Deed: Standard form for new parties joining the arrangement

2. Security Documents: List and/or copies of relevant security documents

3. Notice Details: Contact details for all parties for formal notices

4. Secured Obligations: Detailed description of obligations secured under the arrangement

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

England and Wales

Publisher

Ƶ

Document Type

Security Agreement

Cost

Free to use
Relevant legal definitions




















































Clauses






























Industries

Financial Collateral Arrangements (No. 2) Regulations 2003: Key UK legislation implementing EU Financial Collateral Directive, governing the creation and enforcement of security over financial collateral

Companies Act 2006: Primary legislation covering registration requirements for company charges and corporate authority matters in relation to security arrangements

Law of Property Act 1925: Establishes fundamental principles regarding security interests and requirements for creation of legal charges in England and Wales

Insolvency Act 1986: Governs treatment of security interests in insolvency, priority rules, and anti-deprivation principles

Financial Services and Markets Act 2000: Regulatory framework for financial services, relevant when parties are regulated entities and concerning regulatory permissions and restrictions

PRA Requirements: Prudential Regulatory Authority requirements applicable to banks and financial institutions, including capital adequacy requirements

Common Law Principles: Established case law principles governing security interests, priorities, and contractual interpretation in England and Wales

Settlement Finality Regulations: Retained EU regulations post-Brexit affecting settlement and finality of transactions in financial markets

Conflict of Laws Principles: International private law principles governing cross-border security arrangements and jurisdiction issues

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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