Account Purchase Agreement Template for England and Wales

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Key Requirements PROMPT example:

Account Purchase Agreement

"I need an Account Purchase Agreement for my manufacturing company to sell £2.5M worth of trade receivables to ABC Finance Ltd, with the seller continuing to service the accounts and including provisions for quarterly performance reporting starting March 2025."

Document background
The Account Purchase Agreement serves as a fundamental instrument in receivables financing transactions under English and Welsh law. It is commonly used when businesses seek to improve their cash flow by selling their accounts receivable at a discount. The agreement comprehensively addresses the transfer mechanics, purchase price calculations, representations regarding the quality of receivables, and ongoing servicing arrangements. This document is particularly crucial in factoring and invoice discounting arrangements, providing legal certainty for both the seller seeking liquidity and the purchaser acquiring the receivables.
Suggested Sections

1. Parties: Identifies and defines the parties to the agreement

2. Background: Sets out the context and purpose of the agreement

3. Definitions: Defines key terms used throughout the agreement

4. Purchase and Sale of Accounts: Core provisions regarding the transfer of accounts

5. Purchase Price and Payment Terms: Details of consideration and payment mechanisms

6. Representations and Warranties: Statements of fact and assurances from parties

7. Covenants: Ongoing obligations of the parties

8. Notice Requirements: Communication procedures between parties

9. Governing Law and Jurisdiction: Specifies applicable law and dispute resolution forum

Optional Sections

1. Security Arrangements: Additional security provisions when supplementary security is required beyond the assignment

2. Collection Rights: Rights regarding collection of purchased accounts when purchaser will handle collections directly

3. Servicing Provisions: Account servicing arrangements when seller continues to service the accounts

Suggested Schedules

1. Schedule of Purchased Accounts: Detailed list of accounts being purchased

2. Eligibility Criteria: Criteria for accounts to be eligible for purchase

3. Form of Assignment Notice: Template for notifying account debtors

4. Calculation of Purchase Price: Formula and methodology for determining purchase price

5. Form of Servicing Report: Template for periodic servicing reports

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Relevant Industries
Relevant Teams
Relevant Roles
Industries

Sale of Goods Act 1979: Primary legislation governing the sale of goods in England and Wales, relevant for determining the nature and transfer of title in accounts being purchased

Law of Property Act 1925: Fundamental legislation governing property rights and transfers, including requirements for assignments of choses in action

Contracts (Rights of Third Parties) Act 1999: Legislation governing how third parties may enforce contractual terms, relevant for account debtors' rights

Late Payment of Commercial Debts (Interest) Act 1998: Governs statutory interest on late payments in commercial transactions, relevant for purchased accounts

Companies Act 2006: Primary legislation governing company operations and corporate transactions in the UK

Financial Services and Markets Act 2000: Key financial services legislation that may apply if the account purchase involves regulated activities

Financial Services Act 2012: Updates to financial services regulation framework, including amendments to FSMA 2000

Financial Collateral Arrangements (No.2) Regulations 2003: Regulations governing financial collateral arrangements and security interests

Law of Property (Miscellaneous Provisions) Act 1994: Contains provisions affecting property rights and transfers, including requirements for valid assignments

Bills of Sale Acts 1878 and 1882: Historic legislation still relevant for certain types of security over personal property

UK General Data Protection Regulation: Post-Brexit data protection regulation governing the processing of personal data

Data Protection Act 2018: UK's implementation of data protection requirements, including specific provisions beyond GDPR

Money Laundering Regulations 2017: Anti-money laundering requirements for businesses, including customer due diligence obligations

Proceeds of Crime Act 2002: Legislative framework for dealing with criminal proceeds, including money laundering provisions

Consumer Credit Act 1974: Governs consumer credit arrangements, relevant if purchased accounts involve consumer debts

Consumer Rights Act 2015: Modern consumer protection legislation, relevant if accounts involve consumer transactions

Electronic Communications Act 2000: Legislation governing electronic communications and signatures in business transactions

Electronic Signatures Regulations 2002: Specific regulations governing the use and validity of electronic signatures

Insolvency Act 1986: Primary legislation governing insolvency proceedings and creditors' rights

Enterprise Act 2002: Contains important amendments to insolvency law and enforcement of security

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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