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1. Parties: Identification of the Factor and the Client (Seller) with complete legal names and addresses
2. Background: Context of the agreement, nature of the Client's business, and purpose of the factoring arrangement
3. Definitions: Definitions of key terms used throughout the agreement including Receivables, Eligible Receivables, Purchase Price, etc.
4. Purchase and Sale of Receivables: Core provisions regarding the sale and assignment of receivables, including the true sale nature of the transaction
5. Purchase Price and Payment Terms: Calculation of purchase price, advance rate, reserves, and payment mechanisms
6. Eligibility Criteria: Specific criteria that receivables must meet to be eligible for purchase
7. Representations and Warranties: Client's representations regarding their business, receivables, and compliance with laws
8. Covenants: Ongoing obligations of the Client including reporting requirements and operational covenants
9. Collection and Servicing: Procedures for collection of receivables, establishment of collection accounts, and servicing arrangements
10. Events of Default: Circumstances constituting default and consequences thereof
11. Remedies: Factor's rights and remedies upon occurrence of an event of default
12. Fees and Expenses: All fees payable to the Factor including factoring fees, processing fees, and expense reimbursement
13. Term and Termination: Duration of the agreement and circumstances for termination
14. General Provisions: Standard provisions including notices, amendments, governing law, and dispute resolution
1. Credit Insurance: Required when the factoring arrangement includes credit insurance coverage
2. Electronic Trading Platform: Needed when the parties use an electronic platform for receivables submission and trading
3. Cross-Border Provisions: Required for international factoring arrangements
4. Recourse Provisions: Detailed terms for recourse factoring when the Client retains the credit risk
5. Security Interest: Required when additional collateral is provided beyond the receivables
6. Sub-servicing: Needed when a third-party servicer is involved in collections
7. Parent Guarantee: Required when a parent company guarantee is part of the arrangement
8. Joint and Several Liability: Needed when multiple entities are involved as Clients
1. Schedule A - Eligibility Criteria: Detailed listing of all criteria for acceptable receivables
2. Schedule B - Fee Schedule: Comprehensive breakdown of all fees and charges
3. Schedule C - Form of Purchase Request: Standard form for requesting purchase of receivables
4. Schedule D - Form of Notice to Debtors: Template for notifying debtors of the assignment
5. Schedule E - Operational Procedures: Detailed procedures for submission and processing of receivables
6. Schedule F - Required Reports: Forms and templates for periodic reporting
7. Schedule G - Excluded Debtors: List of debtors whose receivables are not eligible for purchase
8. Appendix 1 - Collection Account Details: Specifications of designated collection accounts
9. Appendix 2 - Power of Attorney: Form of power of attorney for collection purposes
10. Appendix 3 - Compliance Certificates: Templates for periodic compliance certification
Financial Services
Manufacturing
Wholesale Trade
Retail
Construction
Technology
Healthcare
Transportation and Logistics
Agriculture
Telecommunications
Export/Import
Professional Services
Finance
Legal
Treasury
Credit
Accounts Receivable
Risk Management
Operations
Compliance
Commercial
Business Development
Collections
Chief Financial Officer
Finance Director
Treasury Manager
Credit Manager
Accounts Receivable Manager
Financial Controller
Risk Manager
Legal Counsel
Commercial Director
Business Development Manager
Operations Manager
Collection Manager
Compliance Officer
Managing Director
Finance Manager
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