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The Receivables Purchase Agreement serves as a critical financing tool for businesses operating under Belgian law, enabling them to improve working capital management through the sale of their accounts receivable. This document is typically used when a company seeks to optimize its balance sheet, obtain immediate liquidity, or establish an ongoing receivables purchase program. The agreement comprehensively addresses all aspects of the receivables sale transaction, including eligibility criteria, purchase price mechanisms, servicing arrangements, and regulatory compliance requirements specific to Belgium. It incorporates necessary provisions to ensure the valid transfer of receivables under Belgian law, including specific requirements for opposability against third parties and debtor notification procedures. The document also considers Belgian financial regulations, data protection requirements, and anti-money laundering provisions, making it suitable for both single transactions and ongoing purchase programs.

1. Parties: Identification of the Seller and Purchaser with full legal entity details

2. Background: Context of the agreement and commercial purpose of the receivables purchase arrangement

3. Definitions and Interpretation: Detailed definitions of terms used throughout the agreement and interpretation rules

4. Sale and Purchase: Core provisions regarding the sale and assignment of receivables, purchase price, and true sale elements

5. Eligibility Criteria: Specific criteria that receivables must meet to be eligible for purchase

6. Purchase Price and Payment: Calculation methodology for purchase price, payment mechanics, and timing

7. Representations and Warranties: Seller's and Purchaser's representations and warranties regarding their capacity and the receivables

8. Perfection and Notice Requirements: Requirements for perfecting the assignment under Belgian law and notifying debtors

9. Servicing and Collection: Provisions regarding the collection and management of purchased receivables

10. Reporting Requirements: Ongoing reporting obligations regarding the purchased receivables

11. Events of Default: Circumstances constituting default and corresponding remedies

12. Termination: Termination events and procedures

13. Confidentiality: Provisions regarding confidential information and data protection

14. Governing Law and Jurisdiction: Confirmation of Belgian law governance and jurisdiction for disputes

15. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability