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The Blocked Account Control Agreement is a crucial security document in German financing transactions where lenders require control over a borrower's bank accounts as collateral. This agreement is commonly used in conjunction with larger financing arrangements such as credit facilities, project finance, or structured lending transactions. It establishes the mechanism through which a security agent can monitor and, if necessary, take control of specified bank accounts following a trigger event. The document must comply with German banking regulations, account management requirements, and security interest provisions. It includes detailed operational procedures, control mechanisms, and the rights and obligations of all parties involved. The agreement is particularly important in transactions where cash flow control and account monitoring are essential components of the security package.

1. Parties: Identification of all parties: Account Owner, Account Bank, and Security Agent/Controlling Party

2. Background: Context of the agreement, including reference to related financing arrangements

3. Definitions and Interpretation: Definitions of key terms and interpretation rules

4. Account Control and Security: Establishment of control over the account and security interests

5. Rights and Obligations of the Account Bank: Detailed responsibilities and duties of the bank managing the account

6. Rights and Obligations of the Security Agent: Powers and responsibilities of the controlling party

7. Account Owner Covenants: Commitments and restrictions on the account owner

8. Operating Procedures: Day-to-day operation of the account, including instructions and verifications

9. Payments and Transfers: Rules and procedures for moving funds in/out of the account

10. Representations and Warranties: Standard declarations by all parties

11. Fees and Expenses: Cost allocation and payment arrangements

12. Liability and Indemnification: Limitation of liability and indemnification provisions

13. Term and Termination: Duration and termination conditions

14. Notices: Communication procedures between parties

15. Governing Law and Jurisdiction: Choice of German law and jurisdiction provisions

16. Miscellaneous: Standard boilerplate provisions