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Factoring Receivables Agreement for Saudi Arabia

Factoring Receivables Agreement Template for Saudi Arabia

This document establishes a Shariah-compliant factoring arrangement under Saudi Arabian law, enabling businesses to sell their accounts receivable to a financial institution (Factor) for immediate working capital. The agreement details the terms and conditions of the receivables purchase, including eligibility criteria, pricing mechanisms, operational procedures, and compliance requirements with both Saudi commercial law and Islamic finance principles. It incorporates specific provisions required by Saudi Arabian Monetary Authority (SAMA) regulations and addresses local enforcement requirements while ensuring adherence to Shariah principles in the structure and execution of the factoring arrangement.

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What is a Factoring Receivables Agreement?

The Factoring Receivables Agreement is essential for businesses operating in Saudi Arabia seeking to optimize their working capital through the sale of accounts receivable. This document is particularly relevant in an environment where traditional lending faces both regulatory and religious constraints. The agreement must be structured to comply with Saudi Arabian law, including the Commercial Law (Royal Decree No. M/32) and Banking Control Law (Royal Decree No. M/5), while adhering to Islamic finance principles that prohibit interest (riba) and excessive uncertainty (gharar). The document comprehensively covers the relationship between the Factor and the Client, including detailed operational procedures, risk allocation, security arrangements, and enforcement mechanisms. It is designed to protect both parties' interests while ensuring the arrangement remains commercially viable and Shariah-compliant.

What sections should be included in a Factoring Receivables Agreement?

1. Parties: Identification of the Factor and the Client (Supplier), including their full legal names, commercial registration numbers, and authorized representatives

2. Background: Context of the agreement, nature of the Client's business, and purpose of the factoring arrangement

3. Definitions: Key terms used throughout the agreement, including 'Receivables', 'Eligible Receivables', 'Purchase Price', 'Advance Rate', 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. Shariah Compliance Declaration: Explicit statement of Shariah compliance and structure of the arrangement to avoid prohibited elements

6. Purchase Price and Payment Terms: Calculation methodology for receivables purchase, advance rates, and payment mechanisms

7. Eligibility Criteria: Detailed criteria for receivables that can be purchased under the agreement

8. Client Representations and Warranties: Standard and specific warranties regarding the business, receivables, and compliance with Saudi law

9. Client Covenants: Ongoing obligations of the Client, including reporting requirements and operational procedures

10. Collection and Management of Receivables: Procedures for collection, remittance of payments, and management of the receivables

11. Events of Default: Circumstances constituting default and consequences thereof

12. Termination: Termination events, procedures, and consequences

13. Governing Law and Jurisdiction: Specification of Saudi law as governing law and relevant courts/dispute resolution

What sections are optional to include in a Factoring Receivables Agreement?

1. Security Arrangements: Additional security provisions if required, such as guarantees or pledges - used when additional security is requested by the Factor

2. Electronic Processing: Provisions for electronic submission and processing of receivables - used when parties agree to use electronic platforms

3. Recourse Provisions: Specific provisions regarding Factor's recourse rights - used in recourse factoring arrangements

4. Credit Insurance: Provisions relating to credit insurance arrangements - used when receivables are credit insured

5. Islamic Structure Specifics: Detailed provisions regarding the specific Islamic structure used (e.g., Wakala, Murabaha) - used when a specific Islamic finance structure is implemented

6. Cross-Border Provisions: Additional provisions for international receivables - used when dealing with foreign debtors

7. Debtor Notification: Specific procedures for notifying debtors - used when immediate notification is required

What schedules should be included in a Factoring Receivables Agreement?

1. Schedule 1 - Eligibility Criteria: Detailed list of criteria for acceptable receivables

2. Schedule 2 - Operational Procedures: Detailed procedures for submission, verification, and funding of receivables

3. Schedule 3 - Fee Structure: Detailed breakdown of all applicable fees and charges

4. Schedule 4 - Form of Assignment: Standard form for assignment of receivables

5. Schedule 5 - Reporting Requirements: Templates and requirements for periodic reporting

6. Schedule 6 - Approved Debtors: List of pre-approved debtors and their credit limits

7. Appendix A - Required Documents: List of documents required for receivables verification

8. Appendix B - Sample Notifications: Standard forms for debtor notifications and acknowledgments

9. Appendix C - Shariah Structure Diagram: Visual representation of the Islamic finance structure used

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

Saudi Arabia

Publisher

Ƶ

Document Type

Finance Agreement

Cost

Free to use
Relevant legal definitions




























































Clauses



































Relevant Industries

Manufacturing

Trading and Distribution

Construction

Healthcare

Technology and Software

Transportation and Logistics

Industrial Services

Retail

Wholesale

Automotive

Telecommunications

Energy and Utilities

Professional Services

Relevant Teams

Finance

Legal

Treasury

Credit Control

Accounts Receivable

Compliance

Risk Management

Operations

Commercial

Islamic Finance

Business Development

Contract Management

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Credit Controller

Accounts Receivable Manager

Legal Counsel

Compliance Officer

Risk Manager

Commercial Director

Financial Controller

Islamic Finance Specialist

Working Capital Manager

Operations Manager

Business Development Manager

Contract Manager

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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