Account Receivable Purchase Agreement Template for Malaysia

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Key Requirements PROMPT example:

Account Receivable Purchase Agreement

"I need an Account Receivable Purchase Agreement for a Malaysian manufacturing company selling its trade receivables to a local bank, with a revolving facility structure and a maximum facility amount of RM 10 million starting March 2025."

Document background
The Account Receivable Purchase Agreement is a fundamental document used in trade finance and working capital solutions in Malaysia. It enables businesses to monetize their accounts receivable by selling them to financial institutions or factoring companies. The agreement must comply with Malaysian legal requirements, including the Contracts Act 1950 and Financial Services Act 2013, while addressing key commercial aspects such as purchase price mechanisms, eligibility criteria, and operational procedures. This document is particularly relevant in scenarios where companies seek to improve their working capital position, reduce credit risk, or obtain off-balance-sheet financing. It includes comprehensive provisions for the transfer of receivables, servicing arrangements, representations and warranties, and remedies in case of default, all structured within the Malaysian legal framework.
Suggested Sections

1. Parties: Identification of the Seller and Purchaser with full legal names and registration details

2. Background: Context of the transaction, nature of the receivables, and purpose of the agreement

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Sale and Purchase: Core transaction terms including purchase mechanism, true sale provisions, and assignment terms

5. Purchase Price and Payment: Pricing methodology, payment mechanics, and any adjustments

6. Eligibility Criteria: Criteria for receivables to qualify for purchase

7. Conditions Precedent: Conditions that must be satisfied before purchases can commence

8. Representations and Warranties: Seller's and Purchaser's representations regarding their capacity and the receivables

9. Covenants: Ongoing obligations of the parties

10. Servicing and Collections: Terms for collection and management of receivables

11. Events of Default: Circumstances constituting default and consequences

12. Termination: Termination events and procedures

13. Indemnification: Indemnity provisions and procedures

14. Confidentiality: Protection of confidential information

15. Notices: Communication procedures between parties

16. Governing Law and Jurisdiction: Choice of Malaysian law and jurisdiction provisions

17. General Provisions: Standard boilerplate clauses including amendments, assignments, and severability

Optional Sections

1. Security Arrangements: Required if additional security is provided beyond the assignment of receivables

2. Credit Insurance: Include if credit insurance is part of the transaction structure

3. Reserve Account: Include if a reserve mechanism is used for credit enhancement

4. Back-up Servicing: Required if a back-up servicer is appointed

5. Parent Company Guarantee: Include if parent company support is required

6. Data Protection: Detailed section required if significant personal data is involved

7. Islamic Finance Provisions: Required if the transaction needs to be Shariah-compliant

8. Currency Provisions: Include if receivables are in multiple currencies

Suggested Schedules

1. Schedule 1 - Eligibility Criteria Details: Detailed list of criteria for eligible receivables

2. Schedule 2 - Form of Purchase Request: Standard form for requesting purchase of receivables

3. Schedule 3 - Approved Debtors: List of approved debtors whose receivables may be purchased

4. Schedule 4 - Collection Procedures: Detailed procedures for collecting receivables

5. Schedule 5 - Form of Notice to Debtors: Standard form of notice informing debtors of the assignment

6. Schedule 6 - Reporting Requirements: Templates and requirements for periodic reporting

7. Schedule 7 - Power of Attorney: Form of power of attorney for enforcement purposes

8. Appendix A - Required Documents: List of documents required for each purchase

9. Appendix B - Pricing Methodology: Detailed calculation methods for purchase price

10. Appendix C - System Specifications: Technical requirements for data exchange and reporting

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
Clauses
Relevant Industries

Banking and Financial Services

Manufacturing

Trading and Distribution

Construction

Technology and Telecommunications

Healthcare

Retail

Automotive

Energy and Utilities

Logistics and Transportation

Professional Services

Food and Beverage

Relevant Teams

Legal

Finance

Treasury

Credit and Collections

Risk Management

Operations

Compliance

Commercial

Trade Finance

Account Management

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Credit Manager

Accounts Receivable Manager

Legal Counsel

Commercial Director

Risk Manager

Operations Manager

Financial Controller

Trade Finance Manager

Working Capital Manager

Collections Manager

Relationship Manager (Banking)

Compliance Officer

Industries
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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