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Account Receivable Purchase Agreement Template for South Africa

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Key Requirements PROMPT example:

Account Receivable Purchase Agreement

"Need an Account Receivable Purchase Agreement under South African law for a manufacturing company selling its receivables to Standard Bank, with a facility limit of R50 million and requiring daily reporting of collections."

Document background
The Account Receivable Purchase Agreement is a critical financial instrument used in South African commercial practice when businesses seek to optimize their working capital by selling their accounts receivable to financial institutions or factoring companies. This agreement, governed by South African law, establishes the framework for ongoing purchases of receivables, typically on a revolving basis. It includes detailed provisions for the selection, evaluation, and purchase of eligible receivables, pricing mechanisms, and operational procedures for administration and collection. The document must comply with South African financial regulations, including the National Credit Act and Financial Intelligence Centre Act, particularly regarding credit arrangements and anti-money laundering requirements. It's commonly used by businesses seeking immediate liquidity, reducing collection costs, or transferring credit risk, while providing purchasers with a commercial lending opportunity secured by receivables.
Suggested Sections

1. Parties: Identification of the Seller (originator of receivables) and Purchaser (factor/buyer)

2. Background: Context of the agreement, business relationship, and purpose of the receivables purchase arrangement

3. Definitions and Interpretation: Defined terms including Eligible Receivables, Purchase Price, Cut-off Date, Collection Period, etc.

4. Purchase and Sale: Core transaction mechanics, including assignment/cession of receivables and true sale provisions

5. Purchase Price and Payment Terms: Calculation of purchase price, discount rate, reserves, and payment mechanisms

6. Eligibility Criteria: Criteria for receivables to qualify for purchase under the agreement

7. Representations and Warranties: Seller's representations regarding existence, ownership, and quality of receivables

8. Covenants: Ongoing obligations of the Seller regarding operations, reporting, and maintenance of records

9. Collection and Servicing: Procedures for collecting receivables and managing customer relationships

10. Events of Default: Circumstances constituting default and corresponding remedies

11. Indemnification: Indemnification obligations and procedures

12. Confidentiality: Protection of confidential information and trade secrets

13. Notices: Communication procedures between parties

14. Governing Law and Jurisdiction: South African law as governing law and jurisdiction for disputes

15. General Provisions: Standard boilerplate clauses including assignment, amendments, and severability

Optional Sections

1. Credit Insurance: Required when receivables are credit insured, detailing insurance arrangements and claims procedures

2. Security Arrangements: Include when additional security is provided for the seller's obligations

3. Cross-Border Provisions: Required for international receivables, addressing exchange control and foreign law requirements

4. Electronic Documentation: Include when parties agree to use electronic platforms for receivables administration

5. Undisclosed/Disclosed Assignment: Specific provisions based on whether the assignment is disclosed to debtors

6. Audit Rights: Detailed audit provisions when required by the purchaser

7. Data Protection: Extended POPIA compliance provisions when significant personal information is involved

8. Refinancing Provisions: Include when the purchaser may refinance the purchased receivables

9. Joint and Several Liability: Required when multiple sellers or guarantors are involved

Suggested Schedules

1. Schedule 1 - Form of Purchase Notice: Template for offering receivables for purchase

2. Schedule 2 - Eligibility Criteria: Detailed list of criteria for acceptable receivables

3. Schedule 3 - Operational Procedures: Detailed procedures for daily operations and reporting

4. Schedule 4 - Approved Debtors: List of approved debtors and their credit limits

5. Schedule 5 - Pricing and Fees: Detailed pricing structure, fees, and calculation methods

6. Schedule 6 - Form of Debtor Notification: Template for notifying debtors of the assignment

7. Schedule 7 - Required Reports: Templates and specifications for required reporting

8. Schedule 8 - Collection Accounts: Details of designated collection accounts and banking arrangements

9. Appendix A - Initial Receivables Portfolio: Details of the initial portfolio of receivables being purchased

10. Appendix B - Compliance Certificates: Templates for periodic compliance certification

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions






































































Clauses




































Relevant Industries

Manufacturing

Wholesale Distribution

Construction

Mining

Technology Services

Healthcare

Automotive

Agriculture

Telecommunications

Transportation and Logistics

Industrial Services

Retail

Energy and Utilities

Professional Services

Relevant Teams

Legal

Finance

Treasury

Credit Control

Accounts Receivable

Risk Management

Operations

Compliance

Commercial

Collections

Business Development

Contract Administration

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Credit Controller

Financial Manager

Legal Counsel

Compliance Officer

Accounts Receivable Manager

Commercial Director

Risk Manager

Operations Director

Collection Manager

Business Development Manager

Contract Manager

Financial Controller

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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