The Master Receivables Purchase Agreement is utilized when parties wish to establish a continuing relationship for the sale and purchase of receivables under German law. This framework agreement enables multiple receivables purchases over time without requiring a new contract for each transaction. It is particularly relevant for businesses seeking ongoing liquidity management or off-balance-sheet financing solutions. The agreement comprehensively addresses German legal requirements for receivables transfers, including civil law provisions for assignments, banking regulations, tax implications, and data protection requirements under GDPR. It typically includes detailed eligibility criteria, purchase mechanics, servicing arrangements, and operational procedures for identifying and transferring receivable portfolios.
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1. Parties: Identification of the Seller and Purchaser, including registration details as required under German law
2. Background: Context of the agreement, business relationship, and general framework for multiple receivables purchases
3. Definitions and Interpretation: Comprehensive definitions including specific German law terms, interpretation rules, and language provisions
4. Sale and Purchase Structure: Framework mechanics for offers and acceptances of receivables portfolios, including form requirements under German law
5. Eligibility Criteria: Detailed criteria for receivables that can be sold under the agreement
6. Purchase Price and Payment: Price calculation methodology, payment mechanics, and adjustments
7. Assignment and Transfer: Provisions for legal transfer of receivables under German law (Abtretung)
8. Representations and Warranties: Seller's representations regarding corporate capacity and receivables characteristics
9. Undertakings: Ongoing obligations of both parties, including regulatory compliance and information sharing
10. Taxes and VAT: Tax treatment and responsibilities, particularly regarding German VAT implications
11. Termination: Events of default, termination rights, and consequences
12. Confidentiality: Confidentiality obligations and permitted disclosures
13. Data Protection: GDPR compliance and data processing arrangements
14. Notices: Communication procedures and contact details
15. Governing Law and Jurisdiction: German law as governing law and jurisdiction provisions
1. Servicing: Required if the Seller continues to service the receivables post-sale or if servicing is transferred to a third party
2. Security and Overcollateralization: Include if additional security or overcollateralization is required
3. Consumer Protection Provisions: Required if the receivables involve consumer debtors
4. True Sale Provisions: Enhanced provisions required if accounting or regulatory true sale treatment is crucial
5. Collection Account Arrangements: Required if specific account structures are needed for collections
6. Back-up Servicing: Include if a back-up servicer arrangement is required
7. Parent Company Guarantee: Include if parent company support is required
8. Regulatory Compliance: Specific section needed if either party is regulated or if the transaction requires specific regulatory compliance
1. Form of Offer Notice: Standard form for offering receivables portfolios
2. Form of Acceptance Notice: Standard form for accepting offered receivables
3. Eligibility Criteria Details: Detailed specifications of eligibility requirements
4. Purchase Price Calculation: Detailed methodology and examples of purchase price calculation
5. Servicing Standards: Detailed servicing requirements and procedures
6. Required Documents: List and forms of required supporting documentation
7. Form of Assignment: Standard form of assignment agreement compliant with German law
8. Reporting Requirements: Templates and specifications for required reporting
9. Power of Attorney: Form of power of attorney for various actions
10. Data Protection Agreement: Detailed data processing agreement compliant with GDPR
11. Account Details: Specification of relevant bank accounts and payment procedures
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