Floor Plan Financing Agreement Template for Canada
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What is a Floor Plan Financing Agreement?
The Floor Plan Financing Agreement serves as the primary documentation for inventory financing arrangements between financial institutions and dealers in Canada. This agreement is essential for businesses that maintain substantial inventory of vehicles, equipment, or other high-value goods, providing them with a revolving credit facility secured by their floor stock. The document comprehensively addresses security interests under Canadian law (including PPSA requirements), operational controls, financial covenants, and risk management provisions. It's particularly crucial for dealers who require continuous inventory financing but want to maintain operational flexibility, incorporating both federal and provincial regulatory requirements while establishing clear rights and obligations for all parties involved.
About the Floor Plan Financing Agreement
A Floor Plan Financing Agreement is a specialized revolving credit facility that enables dealers to finance their inventory of high-value goods, such as vehicles, equipment, or machinery. Under Canadian law, this agreement creates a security interest in the dealer's floor stock, allowing financial institutions to provide continuous funding while maintaining collateral protection through the inventory itself.
When do you need this document?
You need a Floor Plan Financing Agreement when operating as an authorized dealer requiring substantial inventory investment. Auto dealerships commonly use floor plan financing to stock new and used vehicles without tying up their working capital. Equipment dealers, marine dealers, and recreational vehicle dealers also rely on these agreements to maintain adequate inventory levels. The arrangement is particularly valuable for seasonal businesses that need to build inventory before peak selling periods but cannot afford to purchase all stock outright. Manufacturing equipment distributors and heavy machinery dealers frequently use floor plan financing to display expensive units while managing cash flow effectively.
Key legal considerations
The agreement must establish a valid security interest in the inventory under provincial Personal Property Security Act (PPSA) legislation. You must understand the advance rate structure, which typically ranges from 80-100% of wholesale cost depending on the type of inventory and your creditworthiness. The agreement will include strict reporting requirements for inventory additions, sales, and aging reports. Payment terms typically require you to remit proceeds from sold inventory within a specified period, often 15-30 days. Default provisions are comprehensive and may include cross-default clauses with other financing arrangements. The lender will require appropriate insurance coverage on all financed inventory, naming them as loss payee or additional insured.
Legal requirements in Canada
Under Canadian federal and provincial law, floor plan financing agreements must comply with multiple regulatory frameworks. The Personal Property Security Act in each province (except Quebec, which follows Civil Code provisions) governs the creation and perfection of security interests in inventory. Banks operating under the Bank Act have specific powers regarding inventory financing that non-bank lenders may not possess. Interest rate disclosure must comply with the Interest Act requirements, including annual percentage rate calculations and disclosure timing. The agreement must address goods and services tax (GST/HST) implications for inventory financing. Provincial consumer protection legislation may apply if the financed inventory includes consumer goods. In Quebec, hypothec provisions under the Civil Code replace PPSA requirements, requiring different documentation and registration procedures for security interests.
GOVERNING LAW
Applicable law
This Floor Plan Financing Agreement is drafted to comply with Canada law. Key legislation includes:
Civil Code of Quebec: If the agreement involves Quebec, the Civil Code provisions regarding security on property (hypothecs) must be considered instead of PPSA.
Bank Act (Canada): Federal legislation governing banking and financial services, including provisions specific to inventory financing and security interests taken by banks.
Interest Act (Canada): Federal legislation governing interest rate disclosure requirements and calculations in financing agreements.
Bankruptcy and Insolvency Act (Canada): Federal legislation relevant for creditor rights and priority in case of dealer insolvency.
Provincial Consumer Protection Acts: Various provincial acts that may impact floor plan financing, particularly regarding dealer obligations and consumer rights in case of dealer insolvency.
Competition Act (Canada): Federal legislation relevant for pricing and competition aspects of dealer financing arrangements.
Provincial Sale of Goods Acts: Provincial legislation governing sales transactions, relevant for the underlying inventory transactions.
Criminal Code (Canada) - Section 347: Federal criminal law provisions regarding criminal interest rates (usury), which must be considered in setting interest rates and charges.
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