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Purchase Order Financing Agreement Template for South Africa

A Purchase Order Financing Agreement under South African law is a specialized financing document that establishes the terms and conditions under which a financial institution provides funding against confirmed purchase orders. The agreement is structured to comply with South African financial regulations, including the National Credit Act and Financial Intelligence Centre Act requirements. It details the financing facility, security arrangements, operational procedures, and rights and obligations of all parties involved in the financing arrangement.

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What is a Purchase Order Financing Agreement?

This Purchase Order Financing Agreement is designed for use in South Africa when a business requires working capital financing against confirmed purchase orders from creditworthy buyers. The document is structured to comply with South African financial services legislation and commercial law, including the National Credit Act and Financial Intelligence Centre Act. It is typically used when suppliers or manufacturers need upfront funding to fulfill large orders but lack sufficient working capital. The agreement covers crucial aspects such as funding mechanics, security arrangements, representations and warranties, and operational procedures. It includes specific provisions for South African law compliance, including exchange control regulations where applicable, and incorporates necessary protections for both the finance provider and the client.

What sections should be included in a Purchase Order Financing Agreement?

1. Parties: Identification of the Finance Provider and the Client (Seller/Supplier)

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

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

4. Facility Terms: Details of the financing facility, including limit, advance rate, and tenure

5. Eligibility Criteria: Criteria for purchase orders that qualify for financing

6. Funding Process: Procedures for requesting and obtaining financing against purchase orders

7. Fees and Charges: All applicable fees, interest rates, and charges

8. Repayment Terms: Terms and conditions for repayment of the facility

9. Security Arrangements: Details of security required, including assignments and cessions

10. Representations and Warranties: Standard and specific warranties given by the Client

11. Covenants: Positive and negative undertakings by the Client

12. Events of Default: Circumstances constituting default and consequences

13. Termination: Conditions and process for termination of the agreement

14. General Provisions: Standard legal provisions including notices, amendments, and governing law

What sections are optional to include in a Purchase Order Financing Agreement?

1. Credit Insurance: Requirements and terms for credit insurance when required by the Finance Provider

2. Electronic Trading Platform: Terms for use of any electronic platform for managing purchase orders and drawings

3. Buyer Acknowledgments: Section dealing with direct agreements or acknowledgments from approved buyers

4. Foreign Currency Provisions: Special provisions for handling foreign currency purchase orders

5. Collection Account Arrangements: Specific arrangements for managing a collection account if required

6. Sub-contractor Requirements: Special provisions when the Client uses sub-contractors to fulfill purchase orders

7. Syndication Rights: Terms allowing the Finance Provider to syndicate the facility

8. Islamic Finance Provisions: Additional provisions for Shariah-compliant financing if required

What schedules should be included in a Purchase Order Financing Agreement?

1. Schedule 1 - Approved Buyers: List of pre-approved buyers whose purchase orders may be financed

2. Schedule 2 - Fee Schedule: Detailed breakdown of all fees, charges, and interest calculations

3. Schedule 3 - Required Documents: List of documents required for each funding request

4. Schedule 4 - Funding Request Form: Standard form for requesting funding against purchase orders

5. Schedule 5 - Security Documents: List and copies of required security documents

6. Schedule 6 - Compliance Certificates: Templates for periodic compliance certificates

7. Appendix A - Operating Procedures: Detailed procedures for day-to-day operation of the facility

8. Appendix B - Reporting Requirements: Templates and requirements for regular reporting

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

South Africa

Document Type

Financing Agreement

Cost

Free to use

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