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1. Parties: Identification of the financing party (typically a bank or financial institution) and the client (the business seeking PO financing)
2. Background: Context of the agreement, including the client's business nature and need for purchase order financing
3. Definitions: Detailed definitions of terms used throughout the agreement, including technical and financial terms
4. Facility and Purpose: Description of the financing facility, its purpose, and total amount available
5. Conditions Precedent: Prerequisites that must be satisfied before the facility becomes available
6. Operational Mechanism: Process for submitting purchase orders, approval procedures, and disbursement mechanisms
7. Interest and Fees: Interest rates, calculation methods, and all applicable fees
8. Repayment Terms: Terms and conditions for repayment, including timing and methods
9. Security and Collateral: Details of security arrangements and collateral requirements
10. Representations and Warranties: Standard and specific representations and warranties from the client
11. Covenants: Positive and negative covenants applicable to the client
12. Events of Default: Circumstances constituting default and consequences thereof
13. Boilerplate Provisions: Standard legal provisions including notices, amendments, governing law, and jurisdiction
1. Supplier Direct Payments: Used when the financing party makes direct payments to suppliers
2. Multi-currency Provisions: Required when financing can be provided in multiple currencies
3. Insurance Requirements: Detailed insurance provisions when specific insurance coverage is required
4. Third-Party Rights: Required when rights are extended to suppliers or other third parties
5. Electronic Trading Platform: When the facility operates through an electronic platform
6. Syndication Provisions: Required when the facility may be syndicated to other lenders
7. Parent Company Guarantee: When additional guarantee from a parent company is required
1. Schedule 1 - Facility Details: Detailed terms of the facility including limits, pricing, and fees
2. Schedule 2 - Form of Purchase Order: Template and requirements for acceptable purchase orders
3. Schedule 3 - Conditions Precedent Documents: List of required documents and evidence
4. Schedule 4 - Security Documents: Forms of security documents and collateral agreements
5. Schedule 5 - Operational Procedures: Detailed procedures for submitting and processing PO financing requests
6. Schedule 6 - Reporting Requirements: Templates and timing for required reports
7. Appendix A - Approved Suppliers List: List of pre-approved suppliers if applicable
8. Appendix B - Fee Schedule: Detailed breakdown of all applicable fees and charges
Advance
Advance Rate
Affiliate
Applicable Interest Rate
Approved Buyer
Approved Supplier
Assignment
Authorizations
Available Facility
Banking Day
Borrowing Base
Business Day
Calculation Period
Collateral
Commitment
Conditions Precedent
Default Interest
Default Rate
Delivery Documentation
Disbursement
Eligible Purchase Order
Event of Default
Facility
Facility Documents
Facility Limit
Finance Documents
Financial Indebtedness
Financial Statements
Financing Request
German GAAP
Guarantee
Indebtedness
Insurance Proceeds
Interest Payment Date
Interest Period
Material Adverse Effect
Maximum Facility Amount
Notification
Payment Date
Permitted Security Interest
Purchase Order
Purchase Order Documents
Receivables
Repayment Date
Security
Security Documents
Security Interest
Supplier Agreement
Tax
Transaction Documents
Utilization
Utilization Date
Utilization Request
Conditions Precedent
Utilization
Interest and Fees
Repayment
Security
Assignment
Collateral
Representations and Warranties
Covenants
Information Undertakings
Financial Covenants
Operational Procedures
Payment Mechanics
Events of Default
Acceleration
Set-off
Confidentiality
Data Protection
Anti-Money Laundering
Regulatory Compliance
Force Majeure
Notices
Amendments and Waivers
Governing Law
Jurisdiction
Dispute Resolution
Severability
Entire Agreement
Counterparts
Third Party Rights
Term and Termination
Insurance
Indemnification
Tax
Currency and Payment
Electronic Communications
Record Keeping
Manufacturing
Wholesale Trade
Retail
Import/Export
Textiles
Electronics
Industrial Equipment
Consumer Goods
Construction
Automotive
Agricultural Products
Food and Beverage
Legal
Finance
Treasury
Procurement
Supply Chain
Risk Management
Operations
Credit
Compliance
Trade Finance
Chief Financial Officer
Finance Director
Treasury Manager
Supply Chain Manager
Procurement Director
Commercial Director
Credit Manager
Risk Manager
Legal Counsel
Corporate Banking Manager
Trade Finance Manager
Operations Manager
Financial Controller
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