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1. Parties: Identification of the financing institution, the borrower/customer, and any guarantors
2. Background: Context of the financing arrangement, including reference to the underlying purchase orders and business relationship
3. Definitions and Interpretation: Detailed definitions of terms used in the agreement and rules of interpretation
4. Facility Terms: Details of the financing facility, including amount, purpose, availability period, and drawdown conditions
5. Security Arrangements: Description of security interests, including assignment of purchase orders and receivables
6. Conditions Precedent: Prerequisites that must be satisfied before the facility becomes available
7. Representations and Warranties: Statements of fact and assurances given by the borrower
8. Covenants: Positive and negative obligations of the borrower during the facility period
9. Operational Procedures: Processes for submitting purchase orders, drawdown requests, and payments
10. Events of Default: Circumstances that constitute default and trigger remedial actions
11. Rights and Remedies: Actions available to the financier upon occurrence of an event of default
12. Payments and Calculations: Payment terms, fees, charges, and calculation methods
13. Boilerplate Clauses: Standard contractual provisions including notices, amendments, governing law, etc.
1. Islamic Finance Provisions: Required when the facility is structured as Shariah-compliant financing
2. Guarantees: Include when third-party guarantees are part of the security structure
3. Insurance: Detailed insurance requirements when specific insurance coverage is required
4. Tax Provisions: Specific tax-related provisions when complex tax implications are involved
5. Customer's Bank Account: Specific provisions regarding the operation of accounts when control over bank accounts is required
6. Sub-participation: Include when the facility may be sub-participated or syndicated
7. Agency Provisions: Required when an agent is appointed to manage the facility or security
1. Facility Terms Schedule: Detailed commercial terms including facility limits, pricing, and fees
2. Form of Purchase Order: Template or minimum requirements for acceptable purchase orders
3. Form of Drawdown Request: Standard format for requesting disbursements under the facility
4. Security Documents: List and copies of all security documents
5. Conditions Precedent Documents: Checklist of required documents and conditions
6. Calculation Examples: Examples of financial calculations for facility utilization and payments
7. Operational Procedures Manual: Detailed procedures for day-to-day operation of the facility
8. Authorized Signatories: List of persons authorized to sign various documents and requests
Advance
Availability Period
Business Day
Buyer
Collection Account
Conditions Precedent
Default Interest Rate
Drawdown
Drawdown Date
Drawdown Notice
Encumbrance
Event of Default
Facility
Facility Amount
Facility Period
Finance Documents
Financial Indebtedness
Financial Statements
Financing Rate
Identity Card
Interest Payment Date
Interest Period
Material Adverse Effect
Operating Account
Purchase Order
Purchase Order Documents
Purchaser
Receivables
Repayment Date
Ringgit Malaysia
Security
Security Documents
Security Interest
Supplier
Tax
Transaction Documents
Utilization
Working Day
Interpretation
Facility Terms
Security
Conditions Precedent
Drawdown
Repayment
Interest
Fees
Representations
Warranties
Covenants
Events of Default
Remedies
Assignment
Confidentiality
Notices
Set-off
Indemnity
Force Majeure
Severability
Amendment
Waiver
Counterparts
Governing Law
Dispute Resolution
Termination
Entire Agreement
Third Party Rights
Time of Essence
Manufacturing
Trading
Wholesale Distribution
Export/Import
Construction
Technology Hardware
Textiles and Apparel
Industrial Equipment
Consumer Goods
Electronics Manufacturing
Automotive Supply Chain
Agricultural Products
Food and Beverage Manufacturing
Legal
Finance
Treasury
Compliance
Risk Management
Commercial Operations
Supply Chain
Procurement
Trade Finance
Credit Administration
Operations
Chief Financial Officer
Finance Director
Treasury Manager
Financial Controller
Credit Manager
Legal Counsel
Compliance Officer
Commercial Director
Supply Chain Manager
Procurement Director
Account Manager (Banking)
Risk Manager
Corporate Banking Manager
Trade Finance Manager
Operations Manager
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