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The Security Trust Deed is essential in complex financing transactions under Dutch law where multiple creditors share security interests. It addresses the unique aspects of Dutch security law, which doesn't recognize common law trusts, by implementing specific structures such as parallel debt provisions. The document becomes necessary when there is a need to establish a collective security arrangement, typically in syndicated loans, bond issuances, or other multi-creditor financing scenarios. The Security Trust Deed details the appointment and powers of the security trustee, mechanisms for holding and enforcing security, and the rights and obligations of all parties involved. It must comply with both Dutch legal requirements and international financing practices, making it a crucial document in cross-border transactions involving Dutch security interests.

1. Parties: Identifies the security trustee, the borrower/security provider, and other relevant parties to the deed

2. Background: Sets out the context of the security trust arrangement and references to the underlying facility or bond documentation

3. Definitions and Interpretation: Defines key terms and establishes interpretation principles for the document

4. Appointment of Security Trustee: Establishes the appointment and acceptance of the security trustee role

5. Declaration of Trust: Creates the trust over the security assets and defines the trust property

6. Security Trustee Powers and Duties: Details the powers, authorities, and discretions of the security trustee

7. Parallel Debt: Creates parallel debt structure to address Dutch law requirements regarding security rights

8. Security Protection: Provisions for maintaining and protecting the security interests

9. Order of Application: Specifies the waterfall for applying proceeds from enforcement

10. Changes to Parties: Procedures for resignation, removal, and appointment of new security trustee

11. Costs and Indemnities: Provisions for security trustee compensation and indemnification

12. Amendments and Waivers: Procedures for modifying the deed and effects of waivers

13. Notices: Communication requirements and methods between parties

14. Governing Law and Jurisdiction: Specifies Dutch law as governing law and jurisdiction for disputes