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Luxembourg law pledge: Difference between revisions
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:'''The Pledged Assets''': What are you actually granting security over? This is the stuff in an account in Luxembourg. Expect it to include: | :'''The Pledged Assets''': What are you actually granting security over? This is the stuff in an account in Luxembourg. Expect it to include: | ||
:*'''Financial Instruments''' being financial instruments (“''instruments financiers''”<ref>It is a common feature of foreign law pledges to sprinkle elaborate foreign lingo around the document in italics as if they are some kinds of {{t|magic words}}.</ref>) in the widest sense of the word admitted under Luxembourg law, though you can expect the defintion to rabbit on a bit: you know, [[whether or not]] in dematerialised form, printed on urine-soaked vellum, gossamer, kleenex etc. | :*'''Financial Instruments''' being financial instruments (“''instruments financiers''”<ref>It is a common feature of foreign law pledges to sprinkle elaborate foreign lingo around the document in italics as if they are some kinds of {{t|magic words}}.</ref>) in the widest sense of the word admitted under Luxembourg law, though you can expect the defintion to rabbit on a bit: you know, [[whether or not]] in dematerialised form, printed on urine-soaked vellum, gossamer, kleenex etc. | ||
:*'''Related Assets''', meaning dividends, interest, proceeds — again, expect | :*'''Related Assets''', meaning income, dividends, interest, proceeds, payments in kind of [[any type, kind or nature]] — again, expect [[counsel]] to go to town here. This is where the frustrated author inside every [[Mediocre lawyer|modern securities lawyer]] really lets {{sex|her}} figurative imagination run wild. | ||
:'''Secured Obligations''': What does the pledge actually secure? | :'''Secured Obligations''': What does the pledge actually secure? this needs to be quite tightly defined otherwise the pledgor might never get the assets back. “Obligations arising under a {{gmsla}} dated XYZ” ought to do it. | ||
====The Pledge==== | ====The Pledge==== | ||
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''And'' that’s about it: rather like going to a Christening. the main event is now over, and you now have to sit in the church for three quarters of an hour croaking hymns, listening to the choir warble through some psalms, the vicar grumble through the same tedious sermon he’s been doling out for thirty years etc. So strap yourselves in. | ''And'' that’s about it: rather like going to a Christening. the main event is now over, and you now have to sit in the church for three quarters of an hour croaking hymns, listening to the choir warble through some psalms, the vicar grumble through the same tedious sermon he’s been doling out for thirty years etc. So strap yourselves in. | ||
====[[Reps and warranties]]==== | ====[[Reps and warranties]]==== | ||
What self-respecting legal contract would be complete without [[representations and warranties]]? | What self-respecting legal contract would be complete without [[representations and warranties]]? Expect the Pledgor to be asked to make several reps as to legal matters (such as “the pledge is a [[financial collateral arrangement]] (''[[contrat de garantie financière]]'')”. Reps as to legal matters are, of course, basically stupid in any circumstances; particularly this one where it is some foreign, romanesque, burlesque system of law from a place thronging with dentists and people wearing pork pie hats. You can try arguing “How on earth should I know? I’m not a Luxembourg lawyer. I don’t even speak French for crying out loud.” This may make you feel better but it is not likely to get you anywhere. You will eventually have to accept this blighted, messed up universe for the imperfect place it is and make the representation. After all, what if it isn't? Whose problem is that? by the time anyone works it out it sure won’t be yours. | ||
====Enforcement==== | ====Enforcement==== | ||
There will be specific Luxembourg law requirements about how you enforce the pledge, should it ever come to that. The pledgee may: | There will be specific Luxembourg law requirements about how you enforce the pledge, should it ever come to that. The pledgee may: | ||
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then: Costs, notices, amendments, severability, succession, governing law. | then: Costs, notices, amendments, severability, succession, governing law. | ||
{{ | {{sa}} | ||
*[[Pledge]] | *[[Pledge]] | ||
*[[Charge]] | *[[Charge]] | ||
{{ref}} | {{ref}} | ||
{{c|Foreign Security}} | |||