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Accounts Receivable Assignment Agreement
I need an Accounts Receivable Assignment Agreement under German law for a manufacturing company assigning €2 million worth of trade receivables to Deutsche Bank, with the assignor continuing to collect the receivables as collection agent.
1. Parties: Identification of the Assignor and Assignee with full legal names and addresses
2. Background: Context of the assignment, including the business relationship and purpose of the assignment
3. Definitions: Key terms used throughout the agreement, including 'Receivables', 'Debtors', 'Assignment Date', etc.
4. Subject Matter of Assignment: Detailed description of the receivables being assigned and the scope of the assignment
5. Assignment and Transfer: Legal mechanics of the assignment, including the transfer of all ancillary rights
6. Purchase Price and Payment: Terms of payment for the assigned receivables, including calculation method and payment mechanics
7. Representations and Warranties: Assignor's warranties regarding the existence, ownership, and status of the receivables
8. Notification and Communication: Requirements and procedures for notifying debtors and handling communications
9. Data Protection: GDPR compliance provisions and data handling requirements
10. Governing Law and Jurisdiction: Confirmation of German law application and jurisdiction for disputes
1. Security Interests: Additional security provisions when the assignment is used as collateral
2. True Sale Provisions: Specific provisions ensuring the assignment qualifies as a true sale, needed for securitization transactions
3. Servicing Arrangements: Terms for ongoing servicing of the receivables if the assignor continues to collect
4. Credit Insurance: Provisions regarding existing credit insurance and its transfer or maintenance
5. Foreign Currency Provisions: Special provisions for receivables denominated in non-Euro currencies
6. Bank Account Pledge: Additional security through pledging of collection accounts, if required
1. Schedule 1 - Assigned Receivables: Detailed list of all receivables being assigned, including debtor information, amounts, and due dates
2. Schedule 2 - Form of Notice to Debtors: Template for notifying debtors of the assignment
3. Schedule 3 - Power of Attorney: Form of power of attorney for the Assignee to act in relation to the receivables
4. Schedule 4 - Data Processing Agreement: GDPR-compliant data processing terms
5. Appendix A - Existing Security Interests: List of any existing security interests affecting the receivables
6. Appendix B - Collection Account Details: Specification of bank accounts used for collections and payments
Authors
Assigned Receivables
Assignment
Assignment Date
Business Day
Collection Account
Collection Period
Debtor
Defaulted Receivable
Eligible Receivables
Encumbrance
Event of Default
Existing Contracts
Face Value
Financial Indebtedness
Material Adverse Effect
Notice of Assignment
Payment Date
Purchase Price
Related Rights
Relevant Documents
Security Interest
Servicing Agreement
Transaction Documents
Transfer Date
Underlying Contract
VAT
Working Day
Outstanding Amount
Cut-off Date
Data Protection Laws
GDPR
Notification
Power of Attorney
Purchase Rate
Receivables List
Receivables Records
Security Agent
Settlement Date
Terms and Conditions
Purchase Price
Payment Terms
Representations and Warranties
Covenants
Security Interest
Collection Rights
Notice Requirements
Information Rights
Data Protection
Confidentiality
Indemnification
Force Majeure
Default
Termination
Governing Law
Jurisdiction
Dispute Resolution
Amendment
Assignment and Transfer
Severability
Entire Agreement
Notices
Further Assurance
Costs and Expenses
Set-off Rights
True Sale
Recourse
Credit Insurance
Tax
Authority
Anti-Money Laundering
Sanctions Compliance
Records and Reporting
Account Management
Collection Procedures
Banking and Financial Services
Manufacturing
Wholesale and Distribution
Retail
Technology and Software
Professional Services
Healthcare
Construction
Automotive
Energy and Utilities
Legal
Finance
Treasury
Credit Control
Accounts Receivable
Risk Management
Commercial Operations
Corporate Finance
Collections
Working Capital Management
Chief Financial Officer
Finance Director
Treasury Manager
Credit Controller
Accounts Receivable Manager
Legal Counsel
Commercial Director
Risk Manager
Collections Manager
Financial Controller
Corporate Finance Manager
Working Capital Manager
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