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Receivables Sale Agreement
"I need a Receivables Sale Agreement under Malaysian law for a one-time sale of trade receivables worth RM 5 million from my manufacturing company to a local bank, with completion planned for March 2025."
1. Parties: Identification of the Seller and Purchaser with full legal names and details
2. Background: Context of the transaction, nature of the receivables, and purpose of the agreement
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Sale and Purchase: Core provisions regarding the sale and transfer of the receivables
5. Purchase Price and Payment: Calculation and payment terms for the receivables purchase
6. Conditions Precedent: Conditions that must be satisfied before the sale becomes effective
7. Completion: Process and requirements for completing the sale and transfer
8. Representations and Warranties: Seller's and Purchaser's representations regarding their capacity and the receivables
9. Perfection Requirements: Requirements for legally perfecting the transfer of receivables
10. Notice and Communication: Requirements for notifying debtors and communication protocols
11. Indemnities: Indemnification obligations of both parties
12. Confidentiality: Obligations regarding confidential information
13. Governing Law and Jurisdiction: Applicable law and jurisdiction for dispute resolution
14. General Provisions: Standard boilerplate provisions including amendments, notices, and severability
1. Servicing Arrangements: Include when the Seller will continue to service the receivables post-sale
2. Security and Credit Enhancement: Include when additional security or credit support is provided
3. True Sale Provisions: Enhanced provisions when true sale characterization is crucial
4. Collection Account Arrangements: Include when specific collection account mechanisms are required
5. Foreign Exchange Provisions: Include for cross-border receivables or multiple currency arrangements
6. Data Protection: Enhanced provisions when dealing with personal data in receivables
7. Ongoing Sale Program: Include for revolving or ongoing sales rather than one-time sales
8. Buy-Back Provisions: Include when the Seller has rights or obligations to repurchase
9. Third Party Rights: Include when third parties have specific rights under the agreement
1. Schedule 1 - Receivables List: Detailed list and description of the receivables being sold
2. Schedule 2 - Eligibility Criteria: Criteria that receivables must meet to be eligible for sale
3. Schedule 3 - Form of Transfer Notice: Template for notices of transfer to be sent to debtors
4. Schedule 4 - Purchase Price Calculation: Detailed methodology for calculating the purchase price
5. Schedule 5 - Completion Requirements: Detailed list of documents and actions required for completion
6. Schedule 6 - Servicing Requirements: Detailed servicing obligations if applicable
7. Schedule 7 - Form of Compliance Certificate: Template for ongoing compliance certification if required
8. Appendix A - Power of Attorney: Form of power of attorney for perfecting transfers
9. Appendix B - Security Documents: Forms of any security documents if applicable
Authors
Banking and Financial Services
Manufacturing
Retail
Telecommunications
Utilities
Healthcare
Construction
Technology
Automotive
Consumer Goods
Energy
Infrastructure
Real Estate
Transportation and Logistics
Legal
Finance
Treasury
Credit
Risk Management
Operations
Compliance
Accounts Receivable
Commercial
Business Development
Chief Financial Officer
Finance Director
Treasury Manager
Financial Controller
Legal Counsel
Corporate Lawyer
Credit Manager
Accounts Receivable Manager
Risk Manager
Transaction Manager
Structured Finance Manager
Commercial Director
Business Development Manager
Operations Manager
Compliance Officer
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