The Revenue Based Financing Agreement is designed for growing businesses seeking alternative financing options in the Netherlands. It provides a flexible funding solution where repayment is tied to the company's revenue performance, making it particularly attractive for businesses with strong revenue streams but potentially variable cash flows. This document type has gained popularity among scale-ups and SMEs as it bridges the gap between traditional debt and equity financing. The agreement must comply with Dutch financial regulations, including the Financial Supervision Act (Wft) and relevant EU directives. It typically includes detailed provisions for revenue calculation, payment mechanisms, information rights, and investor protections, while being structured to accommodate the specific needs of Dutch business practices and legal requirements.

1. Parties: Identification of the financing provider and recipient, including registration details and addresses

2. Background: Context of the financing arrangement, purpose, and brief description of the recipient's business

3. Definitions: Definitions of key terms used throughout the agreement, including 'Revenue', 'Payment Period', 'Percentage Rate', etc.

4. Financing Amount and Purpose: Details of the financing amount, disbursement conditions, and permitted use of funds

5. Revenue Share Mechanism: Core terms of the revenue sharing arrangement, including percentage, calculation method, and qualified revenue sources

6. Payment Terms: Payment schedule, calculation periods, payment methods, and bank account details

7. Information Rights: Requirements for financial reporting, revenue verification, and access to business information

8. Representations and Warranties: Standard and specific warranties from both parties regarding capacity, authority, and business condition

9. Covenants: Ongoing obligations of the recipient regarding business operation, reporting, and compliance

10. Events of Default: Circumstances constituting default and consequences thereof

11. Term and Termination: Duration of the agreement, termination rights, and early repayment provisions

12. Confidentiality: Obligations regarding confidential information and permitted disclosures

13. General Provisions: Standard clauses including notices, amendments, governing law, and jurisdiction