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Accounts Receivable Purchase Agreement for Belgium

Accounts Receivable Purchase Agreement Template for Belgium

This agreement, governed by Belgian law, establishes the framework for the purchase and sale of accounts receivable between a company (Seller) and a financial institution (Purchaser/Factor). The document outlines the terms and conditions for the transfer of receivables, including eligibility criteria, purchase price calculations, representations and warranties, and operational procedures. It incorporates specific Belgian legal requirements for receivables assignments, data protection compliance under GDPR, and financial services regulations. The agreement provides comprehensive coverage of risk allocation, servicing arrangements, and reporting obligations while ensuring compliance with Belgian civil code provisions on assignment of receivables.

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What is a Accounts Receivable Purchase Agreement?

The Accounts Receivable Purchase Agreement is a critical financial instrument used in Belgium for companies seeking to optimize their working capital and cash flow management. This document is essential when a business wishes to sell its accounts receivable to a financial institution (factor) in exchange for immediate cash, typically at a discount. The agreement must comply with Belgian civil law requirements for assignment of receivables, financial regulations, and data protection laws. It details the mechanisms for identifying eligible receivables, determining purchase prices, managing collections, and handling reporting requirements. The document becomes particularly relevant in scenarios where companies need to improve their liquidity position, reduce credit risk, or outsource receivables management functions. It includes specific provisions required under Belgian law for ensuring valid assignments and enforceable security interests.

What sections should be included in a Accounts Receivable Purchase Agreement?

1. Parties: Identification of the Seller (originator) and Purchaser (factor), including registration details required under Belgian law

2. Background: Context of the agreement, business relationship, and purpose of the receivables purchase arrangement

3. Definitions and Interpretation: Definitions of key terms including Eligible Receivables, Purchase Price, Cut-off Date, and other technical terms

4. Sale and Purchase of Receivables: Core provisions regarding the sale and assignment of receivables, including true sale provisions

5. Purchase Price and Payment Terms: Calculation of purchase price, discount rate, reserves, and payment mechanics

6. Eligibility Criteria: Criteria for receivables to qualify for purchase under the agreement

7. Representations and Warranties: Seller's representations regarding receivables, business operations, and compliance with laws

8. Servicing of Receivables: Administration, collection, and management of purchased receivables

9. Information and Reporting: Reporting obligations, access to information, and audit rights

10. Data Protection and Privacy: GDPR compliance and data processing arrangements

11. Events of Default: Default triggers and consequences

12. Termination: Termination events, process, and consequences

13. Governing Law and Jurisdiction: Belgian law governance and jurisdiction provisions

14. General Provisions: Standard boilerplate clauses adapted for Belgian law

What sections are optional to include in a Accounts Receivable Purchase Agreement?

1. Credit Insurance: Required when receivables are covered by credit insurance policies

2. Security Arrangements: Needed when additional security is provided beyond the receivables assignment

3. Cross-Border Provisions: Required when dealing with receivables from multiple jurisdictions

4. Electronic Platform: Necessary when using an electronic platform for receivables administration

5. Reserve Account: Include when a reserve mechanism is part of the commercial arrangement

6. Customer Notification: Required when immediate notification to debtors is part of the arrangement

7. Parent Company Guarantee: Include when seller's obligations are guaranteed by a parent company

What schedules should be included in a Accounts Receivable Purchase Agreement?

1. Schedule 1 - Eligibility Criteria: Detailed list of criteria for acceptable receivables

2. Schedule 2 - Form of Assignment: Template for individual assignments meeting Belgian law requirements

3. Schedule 3 - Operational Procedures: Detailed procedures for daily operations and receivables administration

4. Schedule 4 - Reporting Requirements: Templates and timing for required reports

5. Schedule 5 - Fee Structure: Detailed breakdown of fees, charges, and calculation methods

6. Schedule 6 - Form of Debtor Notification: Template for notifying debtors of the assignment

7. Schedule 7 - Data Processing Agreement: GDPR-compliant data processing terms

8. Schedule 8 - Form of Compliance Certificate: Template for periodic compliance certification

9. Appendix A - Initial Receivables Portfolio: List of receivables included in initial purchase

10. Appendix B - Excluded Debtors: List of debtors whose receivables are excluded from the arrangement

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Belgium

Publisher

Ƶ

Document Type

Purchase Agreement

Cost

Free to use
Relevant legal definitions































































Clauses









































Relevant Industries

Manufacturing

Wholesale Trade

Retail

Construction

Technology

Professional Services

Healthcare

Automotive

Telecommunications

Energy

Transportation and Logistics

Food and Beverage

Textiles

Industrial Equipment

Relevant Teams

Finance

Legal

Treasury

Credit Control

Accounts Receivable

Risk Management

Operations

Compliance

Commercial

Data Protection

Collections

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Credit Controller

Accounts Receivable Manager

Legal Counsel

Commercial Director

Risk Manager

Operations Manager

Financial Controller

Business Development Manager

Compliance Officer

Data Protection Officer

Collections Manager

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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