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Accounts Receivable Purchase Agreement for Malaysia

Accounts Receivable Purchase Agreement Template for Malaysia

This document is a comprehensive legal agreement governed by Malaysian law that facilitates the sale and transfer of accounts receivable from a seller to a purchaser. It establishes the terms and conditions for the purchase of receivables, including pricing mechanisms, representations and warranties, collection procedures, and rights and obligations of all parties involved. The agreement incorporates relevant provisions from Malaysian legislation, including the Contracts Act 1950 and Financial Services Act 2013, ensuring compliance with local regulatory requirements while providing a framework for working capital financing through the monetization of receivables.

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What is a Accounts Receivable Purchase Agreement?

The Accounts Receivable Purchase Agreement is a crucial financial instrument used in Malaysia when businesses seek to improve their working capital position by selling their accounts receivable to financial institutions or factoring companies. This document type is commonly utilized in various commercial contexts, from single sales to ongoing purchase arrangements, and must comply with Malaysian legal requirements, including the Contracts Act 1950, Financial Services Act 2013, and relevant corporate regulations. The agreement comprehensively covers all aspects of the receivables purchase transaction, including eligibility criteria, purchase price calculations, representations and warranties, and collection procedures. It's particularly valuable for businesses looking to accelerate their cash flow without taking on traditional debt, while providing purchasers with a structured framework for acquiring receivables as financial assets.

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

1. Parties: Identification of the seller (assignor) and purchaser (assignee) of the receivables

2. Background: Context of the transaction, including the nature of the receivables and purpose of the agreement

3. Definitions: Definitions of key terms used throughout the agreement, including 'Receivables', 'Purchase Price', 'Cut-off Date', etc.

4. Purchase and Sale: Core transaction terms including the agreement to sell and purchase the receivables

5. Purchase Price and Payment: Methodology for calculating purchase price, payment terms, and timing

6. Conditions Precedent: Conditions that must be satisfied before the purchase becomes effective

7. Representations and Warranties: Seller's representations regarding the receivables and business

8. Covenants: Ongoing obligations of the parties, particularly the seller's obligations

9. Administration and Collection: Terms regarding the collection of receivables and administration procedures

10. Events of Default: Circumstances constituting default and consequences

11. Termination: Circumstances and process for terminating the agreement

12. Governing Law and Jurisdiction: Specification of Malaysian law as governing law and jurisdiction provisions

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

1. Security Interest: Required when additional security is provided for the transaction

2. True Sale Provisions: Detailed provisions to establish true sale characteristics when required for accounting or regulatory purposes

3. Servicer Provisions: Required when a third-party servicer is involved in collecting the receivables

4. Credit Enhancement: Include when credit enhancement features like overcollateralization are part of the transaction

5. Data Protection: Detailed provisions when significant personal data is involved in the receivables

6. Foreign Currency Provisions: Required when receivables or payments involve foreign currencies

7. Insurance: Required when insurance is maintained over the receivables or related assets

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

1. Schedule of Receivables: Detailed list of all receivables being purchased, including relevant details like face value, maturity date, and debtor information

2. Eligibility Criteria: Detailed criteria that receivables must meet to be eligible for purchase

3. Form of Transfer Notice: Standard form for notifying the purchase of additional receivables in ongoing purchases

4. Purchase Price Calculation: Detailed methodology and formulae for calculating the purchase price

5. Form of Debtor Notification: Standard form for notifying debtors of the assignment of receivables

6. Collection Procedures: Detailed procedures for collecting and administering the receivables

7. Required Documents: List of documents required for closing and ongoing purchases

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

Malaysia

Publisher

Ƶ

Document Type

Financing Agreement

Cost

Free to use
Relevant legal definitions


































Clauses






























Relevant Industries

Financial Services

Manufacturing

Wholesale Trade

Retail

Construction

Technology

Healthcare

Telecommunications

Professional Services

Logistics and Transportation

Industrial Services

Relevant Teams

Finance

Legal

Treasury

Credit Control

Accounts Receivable

Operations

Risk Management

Compliance

Commercial

Collections

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Financial Controller

Credit Manager

Accounts Receivable Manager

Legal Counsel

Commercial Director

Risk Manager

Operations Director

Collections Manager

Business Development Manager

Contract Manager

Compliance Officer

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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