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1. Parties: Identification of Seller and Purchaser with full legal names and registration details
2. Background: Context of the transaction, brief description of the loan portfolio, and purpose of the agreement
3. Definitions and Interpretation: Defined terms, interpretation rules, and references to Malaysian law requirements
4. Sale and Purchase: Core transaction terms including description of loans being sold and purchase price
5. Completion: Timing and mechanics of the transfer, including conditions precedent and completion requirements
6. Payment Provisions: Purchase price calculation, payment method, and any adjustments
7. Transfer Mechanics: Legal mechanism for transferring the loans under Malaysian law
8. Seller's Representations and Warranties: Warranties about the loan portfolio, seller's authority, and compliance with laws
9. Purchaser's Representations and Warranties: Warranties about purchaser's authority and capability to acquire the loans
10. Regulatory Compliance: Compliance with Malaysian banking and financial services regulations
11. Data Protection: Provisions ensuring compliance with PDPA 2010 for borrower data transfer
12. Confidentiality: Protection of confidential information and transaction details
13. Notices: Communication methods and contact details for formal notices
14. Governing Law and Jurisdiction: Malaysian law as governing law and jurisdiction provisions
15. General Provisions: Standard boilerplate clauses including amendments, waivers, and severability
1. Security Transfer: Required for secured loans, detailing transfer of security interests and perfection requirements
2. Servicing Arrangements: Include if there's a change in loan servicing arrangements or if seller continues as servicer
3. Consumer Protection: Required for consumer loans, addressing compliance with Consumer Protection Act 1999
4. Foreign Exchange: Include for loans in foreign currencies, addressing exchange rate mechanisms
5. Tax Provisions: Detailed tax treatment section if complex tax implications exist
6. Islamic Finance Compliance: Required for Shariah-compliant loans, ensuring compliance with Islamic banking principles
7. Step-in Rights: Optional provisions for purchaser's rights to step into seller's position in certain circumstances
8. Further Assurance: Additional provisions for future actions needed to perfect the transfer
1. Schedule 1 - Loan Portfolio Details: Detailed list of loans being sold including key terms, outstanding amounts, and borrower details
2. Schedule 2 - Form of Transfer Notice: Template for notices to borrowers regarding the loan sale
3. Schedule 3 - Completion Requirements: Detailed list of documents and actions required for completion
4. Schedule 4 - Seller's Power of Attorney: Form of power of attorney for seller to execute post-completion actions
5. Schedule 5 - Security Documents: List and copies of security documents for secured loans
6. Schedule 6 - Purchase Price Calculation: Detailed methodology for calculating the purchase price
7. Appendix A - Due Diligence Findings: Summary of key due diligence findings and disclosed matters
8. Appendix B - Regulatory Approvals: Copies of required regulatory approvals and correspondence
Banking
Financial Services
Investment Management
Asset Management
Debt Collection
Real Estate Finance
Corporate Finance
Private Equity
Debt Trading
Financial Technology
Legal
Finance
Risk Management
Compliance
Treasury
Credit
Corporate Finance
Investment
Portfolio Management
Operations
Due Diligence
Regulatory Affairs
Chief Financial Officer
Head of Legal
Portfolio Manager
Credit Risk Manager
Compliance Officer
Investment Manager
Treasury Manager
Legal Counsel
Transaction Manager
Due Diligence Officer
Risk Officer
Corporate Finance Manager
Debt Collection Manager
Portfolio Analyst
Regulatory Compliance Manager
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