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The Securities Account Control Agreement is essential in secured financing transactions under Dutch law where securities accounts serve as collateral. This agreement is typically used in conjunction with broader security arrangements and is specifically designed to comply with Dutch financial regulations and the requirements of the Dutch Civil Code. It establishes the mechanism through which a secured party can exercise control over a securities account, which is crucial for perfecting security interests under Dutch law. The agreement outlines detailed procedures for account operations, includes provisions for giving instructions to the securities intermediary, and addresses the rights and obligations of all parties involved. It's particularly relevant in situations involving institutional lending, structured finance, and other secured transactions where securities accounts form part of the collateral package.

1. Parties: Identification of the account holder (grantor), secured party (beneficiary), and securities intermediary

2. Background: Context of the agreement, reference to related security agreements, and purpose of the control arrangement

3. Definitions: Definitions of key terms used throughout the agreement, including 'Securities Account', 'Financial Assets', 'Control', and 'Security Interest'

4. Account Control and Security: Establishment of control rights over the securities account and confirmation of security interest

5. Intermediary's Rights and Obligations: Securities intermediary's obligations regarding account control, compliance with instructions, and maintenance of the account

6. Control Rights and Instructions: Specification of secured party's control rights, including exclusive control circumstances and instruction procedures

7. Representations and Warranties: Statements by each party regarding authority, accuracy of information, and account status

8. Account Information and Statements: Requirements for reporting, account statements, and information access rights

9. Fees and Expenses: Allocation of costs and fees related to the account and control arrangement

10. Term and Termination: Duration of the agreement and circumstances for termination

11. Notices: Requirements and procedures for formal communications between parties

12. Governing Law and Jurisdiction: Specification of Dutch law as governing law and jurisdiction for disputes

13. Miscellaneous: Standard provisions including amendments, assignments, severability, and entire agreement