This Receivables Sale Agreement is designed for use in transactions where one entity wishes to sell its accounts receivable to another entity, typically for financing or cash flow management purposes. The document is structured to comply with Irish law requirements and includes essential provisions for creating a legally valid transfer of receivables, addressing aspects such as true sale characteristics, perfection requirements, and debtor notification procedures. It's commonly used in various financing arrangements, including factoring, securitization, and trade finance transactions. The agreement includes detailed schedules identifying the receivables, purchase price calculations, and form documents for implementing the sale. It incorporates necessary provisions to comply with Irish regulatory requirements, including data protection and financial services regulations where applicable.
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1. Parties: Identification of the Seller and Purchaser with full legal names and registered addresses
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 terms of the sale including purchase price, payment mechanics, and effective date
5. Conditions Precedent: Conditions that must be satisfied before the sale becomes effective
6. Representations and Warranties: Seller's representations about the receivables and their business
7. Perfection Requirements: Actions required to perfect the sale and transfer of receivables
8. Notice and Acknowledgment: Requirements for notifying debtors and obtaining acknowledgments
9. Covenants: Ongoing obligations of the parties
10. Events of Default: Circumstances constituting default and consequences
11. Indemnification: Indemnity provisions protecting parties against specified losses
12. Confidentiality: Provisions protecting confidential information
13. Data Protection: GDPR compliance and data handling requirements
14. Governing Law and Jurisdiction: Confirmation of Irish law governance and jurisdiction
15. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability
1. Servicing Arrangements: Include when the seller will continue to service the receivables post-sale
2. Security Interest: Include when additional security is being granted over the receivables
3. True Sale Provisions: Enhanced provisions when true sale characterization is crucial
4. Credit Enhancement: Include when there are guarantees or other credit enhancement features
5. Multiple Sale Mechanics: Include for agreements allowing multiple sales over time
6. Regulatory Compliance: Include specific provisions when receivables are regulated assets
7. Back-up Servicing: Include when a back-up servicer is appointed
8. Purchase Price Adjustments: Include when price adjustments may be needed post-sale
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 to be sent to debtors
4. Schedule 4 - Form of Assignment: Legal form of assignment document
5. Schedule 5 - Conditions Precedent Documents: List of required documents and conditions
6. Schedule 6 - Servicing Requirements: Detailed servicing obligations if applicable
7. Schedule 7 - Purchase Price Calculation: Methodology for calculating the purchase price
8. Schedule 8 - Form of Compliance Certificate: Template for ongoing compliance certification
9. Appendix A - Key Contact Information: Contact details for notices and operational matters
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