Paying Agency Agreement Template for Belgium

The Paying Agency Agreement is essential for businesses operating in Belgium that require professional payment processing services. This document is typically used when a company (the principal) needs to appoint a regulated financial institution or authorized payment service provider to manage and process payments on its behalf. The agreement must comply with Belgian financial regulations, including the Law of 21 December 2009 on Payment Institutions and various EU directives implemented in Belgian law. It's particularly relevant for corporate transactions, bond issuances, investment structures, or ongoing payment processing arrangements where a dedicated paying agent is required. The agreement details all aspects of the payment agency relationship, including services scope, operational procedures, compliance requirements, liability allocation, and fee structures.

1. Parties: Identification of the principal and the paying agent, including regulatory status

2. Background: Context of the agreement, purpose of appointment, and regulatory framework

3. Definitions and Interpretation: Definitions of key terms and interpretation rules

4. Appointment and Authority: Formal appointment of paying agent and scope of authority

5. Duties and Responsibilities: Core obligations of the paying agent regarding payments and related services

6. Payment Processing and Operations: Detailed procedures for processing payments and operational requirements

7. Compliance Requirements: AML, KYC, and other regulatory compliance obligations

8. Fees and Expenses: Payment terms, fee structure, and reimbursement of expenses

9. Records and Reporting: Requirements for maintaining records and providing reports

10. Representations and Warranties: Standard representations and warranties from both parties

11. Liability and Indemnification: Allocation of liability and indemnification provisions

12. Confidentiality and Data Protection: Obligations regarding confidential information and personal data

13. Term and Termination: Duration of agreement and termination provisions

14. Force Majeure: Provisions for unforeseen circumstances and force majeure events

15. Governing Law and Jurisdiction: Choice of Belgian law and jurisdiction provisions

16. General Provisions: Standard boilerplate clauses including notices, amendments, etc.