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Debt Purchase Agreement for Germany

Debt Purchase Agreement Template for Germany

This agreement, governed by German law (particularly the Bürgerliches Gesetzbuch), facilitates the transfer of debt portfolios from one party to another. It encompasses comprehensive provisions for the sale and assignment of debts, including detailed warranties, GDPR compliance mechanisms, and specific requirements under German banking and financial regulations. The document addresses crucial aspects such as true sale criteria, debtor notification requirements, and data protection obligations, while ensuring compliance with German debt trading and consumer protection regulations.

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What is a Debt Purchase Agreement?

The Debt Purchase Agreement is utilized when one entity wishes to sell and transfer a portfolio of debts to another entity in Germany. This document is essential in scenarios such as bank asset disposals, non-performing loan sales, or debt portfolio trading. It must comply with German legal requirements, particularly the Bürgerliches Gesetzbuch (BGB) provisions on assignments (Abtretung), banking regulations, and data protection laws. The agreement typically includes detailed information about the debt portfolio, purchase price mechanisms, warranties, and operational requirements for the transfer. It's commonly used in financial sector restructuring, asset management, and debt collection operations, requiring careful consideration of both regulatory compliance and practical implementation aspects.

What sections should be included in a Debt Purchase Agreement?

1. Parties: Identification of the seller and purchaser of the debt

2. Background: Context of the transaction and brief description of the debt portfolio being sold

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

4. Sale and Purchase: Core provisions regarding the sale and assignment of the debts

5. Purchase Price and Payment: Terms of consideration and payment mechanics

6. Completion: Requirements and process for completing the transfer

7. Warranties and Representations: Seller's warranties regarding the debts and general business warranties

8. Data Protection and Confidentiality: GDPR compliance and confidentiality obligations

9. Transfer of Documents and Information: Provisions regarding handover of debt documentation and information

10. Further Assurance: Obligations to execute further documents and take additional steps if needed

11. Notices: Process for formal communications between parties

12. Governing Law and Jurisdiction: Confirmation of German law application and jurisdiction

What sections are optional to include in a Debt Purchase Agreement?

1. Post-Completion Obligations: Used when there are specific ongoing obligations after completion, such as information sharing or servicing arrangements

2. Regulatory Compliance: Include when either party is regulated or when specific regulatory requirements apply

3. True Sale Provisions: Include when explicit confirmation of true sale (rather than security) is required

4. Servicing Arrangements: Include when the seller will continue to service the debts post-sale

5. Put-Back Provisions: Include when there's an agreement to re-transfer certain debts if they don't meet specified criteria

6. Tax Provisions: Include detailed tax provisions when complex tax implications exist

7. Anti-Money Laundering: Include specific AML provisions when required by the nature of the debt or the parties

What schedules should be included in a Debt Purchase Agreement?

1. Schedule 1 - The Debt Portfolio: Detailed list and information about the debts being purchased

2. Schedule 2 - Warranties: Detailed warranties relating to the debt portfolio

3. Schedule 3 - Completion Requirements: List of documents and actions required for completion

4. Schedule 4 - Form of Transfer Notice: Template for formal notice of transfer to debtors

5. Schedule 5 - Data Fields: Specification of data fields to be provided with the debt information

6. Appendix 1 - Power of Attorney: Form of power of attorney for post-completion actions

7. Appendix 2 - Data Processing Agreement: GDPR-compliant data processing agreement

8. Appendix 3 - Transfer Documents: Forms of assignment and transfer documents required under German law

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

Germany

Publisher

Ƶ

Document Type

Purchase Agreement

Cost

Free to use
Relevant legal definitions










































Clauses






































Relevant Industries

Banking

Financial Services

Debt Collection

Asset Management

Commercial Real Estate

Consumer Finance

Healthcare

Telecommunications

Utilities

Retail

Relevant Teams

Legal

Finance

Risk Management

Compliance

Treasury

Credit Risk

Operations

Portfolio Management

Due Diligence

Data Protection

Investment

Asset Management

Relevant Roles

Legal Counsel

Finance Director

Portfolio Manager

Risk Manager

Compliance Officer

Chief Financial Officer

Debt Collection Manager

Investment Manager

Asset Manager

Treasury Manager

Credit Risk Officer

Operations Director

Due Diligence Manager

Data Protection Officer

Portfolio Analyst

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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