The Forward Flow Agreement is a sophisticated commercial contract used in the Canadian financial services sector to facilitate the regular sale and purchase of financial assets, most commonly consumer debt portfolios. It establishes a framework for multiple transfers over time, rather than a one-off sale, making it particularly valuable for financial institutions seeking to manage their balance sheets and debt purchasers looking to build their portfolio systematically. The agreement must comply with Canadian federal regulations, including PIPEDA and the Bank Act, as well as provincial requirements that vary by jurisdiction. It typically includes detailed provisions for account eligibility, pricing mechanisms, compliance requirements, and data protection measures. The document is essential for organizations engaged in ongoing debt sale programs and requires careful consideration of both commercial and regulatory aspects specific to the Canadian market.
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1. Parties: Identification of the seller and purchaser, including full legal names and addresses
2. Background: Context of the agreement, nature of the seller's business, and general purpose of the forward flow arrangement
3. Definitions: Key terms used throughout the agreement, including Financial Product, Eligible Account, Purchase Price, etc.
4. Sale and Purchase Commitment: Core obligations regarding the forward flow arrangement, including commitment periods and purchase obligations
5. Eligibility Criteria: Specific requirements that accounts must meet to be eligible for sale under the agreement
6. Purchase Price and Payment: Calculation methodology for purchase price, payment mechanics, and timing
7. Sale Process: Procedural requirements for each sale, including notice requirements and delivery of account data
8. Representations and Warranties: Standard and specific warranties regarding the accounts, authority to sell, and compliance with laws
9. Regulatory Compliance: Obligations regarding compliance with applicable Canadian laws and regulations
10. Data Protection: Requirements for handling personal information in compliance with PIPEDA
11. Indemnification: Mutual indemnification obligations and process
12. Term and Termination: Duration of agreement, renewal provisions, and termination rights
13. General Provisions: Standard boilerplate clauses including governing law, notices, amendment process, etc.
1. Servicing Arrangements: Include when the seller will continue to service the accounts post-sale
2. Interim Servicing: Include when there's a transition period between sale and transfer of servicing
3. Put-Back Rights: Include when purchaser has rights to require seller to repurchase certain accounts
4. First Right of Refusal: Include when purchaser is granted priority rights on future portfolio sales
5. Performance Covenants: Include when specific performance metrics need to be maintained
6. Credit Enhancement: Include when additional security or credit support is required
7. Quebec Provisions: Include when accounts in Quebec are part of the forward flow arrangement
1. Schedule A - Eligibility Criteria: Detailed list of account eligibility requirements
2. Schedule B - Purchase Price Calculation: Detailed methodology for calculating purchase price
3. Schedule C - Form of Transfer Notice: Template for periodic transfer notices
4. Schedule D - Account Data Requirements: Required data fields and format for account transfers
5. Schedule E - Seller's Power of Attorney: Form of power of attorney for post-sale actions
6. Schedule F - Compliance Requirements: Detailed regulatory compliance requirements
7. Appendix 1 - Form of Assignment: Template for individual account assignments
8. Appendix 2 - Servicer Requirements: Detailed servicing standards if applicable
Relevant legal definitions
Clauses
Relevant Industries
Financial Services
Banking
Debt Collection
Credit Management
Consumer Finance
Asset Management
Debt Purchase and Sale
Alternative Lending
Relevant Teams
Legal
Compliance
Finance
Risk Management
Operations
Collections
Data Protection
Treasury
Portfolio Management
Credit Risk
Commercial
Relevant Roles
Chief Financial Officer
Head of Collections
Legal Counsel
Compliance Officer
Risk Manager
Portfolio Manager
Debt Purchase Manager
Chief Credit Officer
Operations Director
Data Protection Officer
Commercial Director
Treasury Manager
Account Manager
Chief Risk Officer
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