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Vendor Finance Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Vendor Finance Agreement

"I need a Vendor Finance Agreement under Hong Kong law for the sale of manufacturing equipment worth HKD 15 million, with quarterly repayments over 3 years and security over the equipment, to be completed by March 2025."

Document background
The Vendor Finance Agreement is a specialized financing arrangement used when a vendor wishes to facilitate the sale of its products or assets by providing direct financing to the purchaser. This document, governed by Hong Kong law, combines elements of both a sale agreement and a financing agreement, making it particularly useful for high-value equipment or asset sales where traditional bank financing might be less suitable or available. The agreement needs to comply with Hong Kong's Money Lenders Ordinance and related financial regulations, while also addressing security interests, registration requirements, and enforcement mechanisms. It typically includes detailed schedules for assets, payment terms, and security arrangements, making it suitable for complex commercial transactions where the vendor takes on the role of both seller and financier.
Suggested Sections

1. Parties: Identification of the vendor/lender and purchaser/borrower with full legal names and addresses

2. Background: Context of the transaction, including reference to the underlying sale and financing arrangement

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Sale and Purchase: Details of the underlying asset sale transaction

5. Financing Terms: Amount, purpose, and basic terms of the financing

6. Interest: Interest rate, calculation method, and payment terms

7. Repayment: Repayment schedule, method, and prepayment provisions

8. Security: Security arrangements over the financed assets or other collateral

9. Conditions Precedent: Conditions that must be satisfied before the financing becomes effective

10. Representations and Warranties: Standard and transaction-specific representations by both parties

11. Covenants: Ongoing obligations of the parties during the financing term

12. Events of Default: Circumstances constituting default and consequences

13. Enforcement: Rights and remedies upon default

14. Boilerplate Provisions: Standard contractual provisions including notices, amendments, governing law

Optional Sections

1. Guarantees: Required when there is a third-party guarantor for the financing

2. Insurance: Detailed insurance requirements when the financed assets require specific insurance coverage

3. Additional Security: For cases requiring security beyond the financed assets

4. Tax Provisions: Detailed tax arrangements when complex tax implications exist

5. Assignment and Transfer: Required when either party needs rights to assign or transfer their interests

6. Commission: When intermediaries or agents are involved in the transaction

7. Cross-Default: Links to other financing agreements when there are multiple facilities

8. Financial Covenants: For transactions requiring ongoing financial performance metrics

Suggested Schedules

1. Asset Schedule: Detailed description of the assets being financed

2. Payment Schedule: Detailed repayment schedule including dates and amounts

3. Form of Drawing Notice: Template for drawdown requests if multiple drawings are permitted

4. Security Documents: Forms of security documents and registrable charges

5. Conditions Precedent Documents: List of required documents and conditions to be satisfied

6. Financial Calculations: Interest calculations and financial covenant formulae

7. Form of Notices: Standard form notices for key communications

8. Insurance Requirements: Detailed insurance specifications for the financed assets

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 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

Technology

Industrial Equipment

Construction

Transportation

Healthcare

Telecommunications

Energy

Agriculture

Mining

Real Estate

Retail

Automotive

Aviation

Relevant Teams

Legal

Finance

Treasury

Commercial

Credit

Risk Management

Sales

Procurement

Operations

Business Development

Compliance

Corporate Finance

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Commercial Director

Legal Counsel

Contract Manager

Credit Manager

Risk Manager

Business Development Manager

Sales Director

Procurement Manager

Asset Manager

Equipment Finance Manager

Corporate Finance Manager

Operations Director

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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