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1. Parties: Identification of seller and purchaser with complete legal details
2. Background: Context of the transaction and brief description of the receivables business
3. Definitions and Interpretation: Definitions of key terms and interpretation rules
4. Sale and Purchase: Core provisions regarding the sale and transfer of receivables
5. Purchase Price and Payment: Calculation and payment mechanics for the receivables
6. Conditions Precedent: Conditions that must be satisfied before the agreement becomes effective
7. Representations and Warranties: Statements of fact and assurances from both parties
8. Perfection Requirements: Steps required to perfect the sale under Indian law
9. Notice and Communication: Requirements for notification to debtors and communication processes
10. Covenants: Ongoing obligations of the parties
11. Events of Default: Circumstances constituting default and consequences
12. Indemnification: Indemnity provisions and procedures
13. Confidentiality: Protection of confidential information
14. Governing Law and Jurisdiction: Choice of Indian law and jurisdiction details
15. Miscellaneous: Standard boilerplate provisions including notices, amendments, etc.
1. Servicing Arrangements: Used when the seller continues to service the receivables post-sale
2. Credit Enhancement: Include when guarantees or other credit support mechanisms are provided
3. Ongoing Sale Mechanism: For agreements contemplating multiple/periodic sales of receivables
4. Security Creation: When additional security is being created for the benefit of the purchaser
5. Regulatory Compliance: Specific compliance requirements for regulated entities
6. True Sale Provisions: Enhanced provisions to establish true sale character when required
7. Collection Account Mechanics: When using specific collection account arrangements
8. Buy-Back Provisions: When the seller has the option or obligation to repurchase receivables
1. Schedule 1 - List of Receivables: Detailed list and description of receivables being sold
2. Schedule 2 - Eligibility Criteria: Criteria for receivables to qualify for sale
3. Schedule 3 - Forms of Notice: Template notices to debtors and acknowledgment forms
4. Schedule 4 - Purchase Price Calculation: Detailed methodology for calculating purchase price
5. Schedule 5 - Conditions Precedent Documents: List of required documents and conditions
6. Schedule 6 - Perfection Requirements: Detailed steps and documentation for perfection
7. Schedule 7 - Servicing Terms: Detailed servicing arrangements if applicable
8. Schedule 8 - Power of Attorney: Form of power of attorney for collection and enforcement
9. Appendix A - Transaction Documents: List and copies of all related transaction documents
10. Appendix B - Compliance Certificates: Forms of compliance certificates to be provided
Actionable Claim
Agreed Form
Applicable Law
Assignment
Available Receivables
Business Day
Closing Date
Collection Account
Collection Period
Cut-off Date
Debtor
Default Interest
Defaulted Receivable
Deferred Purchase Price
Eligible Receivables
Encumbrance
Event of Default
Excluded Receivables
Face Value
Financial Statements
Government Authority
Indemnified Person
Initial Purchase Price
Insolvency Event
Material Adverse Effect
Notice of Assignment
Obligor
Perfection Requirements
Portfolio
Purchase Price
Purchased Receivables
Receivables
Receivables Documents
Related Rights
Relevant Date
Reserve Account
Sale Notice
Security Interest
Servicer
Servicing Agreement
Settlement Date
Stamp Duty
Transaction Documents
Transfer Date
True Sale
Trust and Retention Account
Underlying Contract
Purchase Price
Payment Terms
Transfer Mechanics
Assignment
Conditions Precedent
Representations and Warranties
Covenants
Perfection Requirements
Notice Requirements
Collection Rights
Servicing
Security Interest
True Sale
Credit Enhancement
Events of Default
Remedies
Set-off
Indemnification
Tax
Stamp Duty
Regulatory Compliance
Information Rights
Record Keeping
Confidentiality
Data Protection
Force Majeure
Change of Law
Assignment and Transfer
Amendment
Severability
Notices
Governing Law
Dispute Resolution
Jurisdiction
Banking and Financial Services
Manufacturing
Retail
Healthcare
Information Technology
Telecommunications
Construction
Automotive
Energy and Utilities
Consumer Goods
Professional Services
Legal
Finance
Treasury
Accounts Receivable
Credit Control
Compliance
Risk Management
Operations
Commercial
Business Development
Chief Financial Officer
Finance Director
Treasury Manager
Credit Controller
Accounts Receivable Manager
Legal Counsel
Compliance Officer
Risk Manager
Commercial Director
Business Development Manager
Contract Manager
Financial Controller
Operations Manager
Collections Manager
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