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Assignment Of Proceeds Agreement
"Need an Assignment of Proceeds Agreement for a South African mining company assigning its future mineral sale proceeds to a bank as security for a ZAR 50 million loan facility, with the assignment to become effective from March 1, 2025."
1. Parties: Identifies the Assignor (party assigning the proceeds), Assignee (party receiving the proceeds), and any other relevant parties such as the Paying Entity
2. Background: Sets out the context of the agreement, including the underlying transaction giving rise to the proceeds and the purpose of the assignment
3. Definitions and Interpretation: Defines key terms used in the agreement and establishes interpretation principles
4. Assignment: Details the assignment of proceeds, including the specific rights being assigned and the effective date
5. Payment Mechanics: Specifies how payments will be made, including bank account details, payment dates, and processing procedures
6. Representations and Warranties: Contains statements of fact and assurances from the Assignor regarding their right to assign the proceeds and other relevant matters
7. Covenants: Sets out ongoing obligations of the parties, particularly the Assignor's duties regarding the proceeds
8. Security Provisions: Details any security arrangements supporting the assignment
9. Events of Default: Lists circumstances constituting default and their consequences
10. Remedies: Outlines available remedies in case of default or breach
11. General Provisions: Contains standard clauses including notices, amendments, governing law, and jurisdiction
1. Conditions Precedent: Used when the assignment is subject to certain conditions being met before becoming effective
2. Third Party Consent: Required when the assignment needs consent from other parties (e.g., the Paying Entity)
3. Tax Provisions: Included when specific tax implications need to be addressed
4. Currency Provisions: Required when the proceeds are in a different currency or involve currency conversion
5. Step-In Rights: Included when the Assignee needs rights to take over certain contracts or relationships
6. Insurance: Used when insurance requirements need to be specified for the assigned proceeds
7. Priority Arrangements: Required when there are multiple assignees or security holders
8. Regulatory Compliance: Included when specific regulatory requirements need to be addressed
1. Schedule 1 - Description of Assigned Proceeds: Detailed description of the proceeds being assigned, including payment amounts, dates, and sources
2. Schedule 2 - Payment Details: Bank account information and payment processing details
3. Schedule 3 - Form of Notice to Paying Entity: Template for notifying the paying entity of the assignment
4. Schedule 4 - Security Documents: List and copies of related security documents
5. Schedule 5 - Conditions Precedent Documents: List of documents required to satisfy conditions precedent
6. Appendix A - Calculation Methods: Details of how assigned amounts are calculated, if complex calculations are involved
7. Appendix B - Form of Compliance Certificate: Template for periodic compliance certification by the Assignor
Authors
Banking
Financial Services
Construction
Infrastructure
Mining
Energy
Telecommunications
Real Estate
Manufacturing
Agriculture
Healthcare
Insurance
Export/Import
Retail
Legal
Finance
Treasury
Risk Management
Compliance
Commercial
Credit
Project Finance
Operations
Business Development
Corporate Finance
Chief Financial Officer
Finance Director
Legal Counsel
Commercial Director
Treasury Manager
Risk Manager
Compliance Officer
Contract Manager
Project Finance Manager
Credit Manager
Security Trustee
Transaction Manager
Account Manager
Financial Controller
Business Development Director
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