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1. Parties: Identification of the seller and purchaser, including registered addresses and company details
2. Background: Context of the agreement, business relationship, and purpose of the forward flow arrangement
3. Definitions and Interpretation: Defined terms, interpretation rules, and construction of the agreement
4. Sale and Purchase: Core terms of the forward flow arrangement, including sale commitment and purchase obligations
5. Eligibility Criteria: Specific criteria that receivables must meet to be eligible for sale under the agreement
6. Purchase Price and Payment: Pricing mechanism, payment terms, and calculation methods
7. Transfer Process: Procedures for regular transfers, including timing, notification, and documentation requirements
8. Representations and Warranties: Standard and specific warranties regarding the receivables and parties' capacity
9. Ongoing Obligations: Continuing duties of both parties throughout the agreement term
10. Regulatory Compliance: Compliance requirements including AML/CFT, privacy, and consumer protection obligations
11. Term and Termination: Duration of the agreement and circumstances for termination
12. Indemnities: Indemnification obligations of both parties
13. Confidentiality: Protection and handling of confidential information
14. Dispute Resolution: Process for handling disputes between parties
15. General Provisions: Standard boilerplate clauses including notices, amendments, and governing law
1. Service Level Requirements: Specific performance metrics and service levels, used when operational requirements need detailed specification
2. Data Protection: Enhanced privacy and data protection provisions, recommended when dealing with sensitive personal information
3. Transition Services: Provisions for transition support, used when seller needs to provide additional services post-sale
4. Put-Back Rights: Rights to return non-compliant receivables, included when stronger purchaser protections are needed
5. Third Party Rights: Rights of third parties under the agreement, relevant when third party servicers are involved
6. Parent Company Guarantee: Additional security provisions, used when parent company support is required
7. Competition and Marketing: Restrictions on competitive activities, relevant for exclusive arrangements
1. Schedule 1 - Eligibility Criteria Detail: Detailed list of criteria for acceptable receivables
2. Schedule 2 - Purchase Price Calculation: Detailed methodology for calculating purchase price including any adjustments
3. Schedule 3 - Transfer Procedures: Step-by-step process for regular transfers including timelines and requirements
4. Schedule 4 - Data Fields: Required data fields and format for receivables information
5. Schedule 5 - Form of Transfer Notice: Template for regular transfer notices
6. Schedule 6 - Operational Procedures: Detailed operational processes and requirements
7. Schedule 7 - Service Levels: Detailed service level requirements and measurements
8. Appendix A - Pro Forma Documents: Templates for standard documents used in the transfer process
9. Appendix B - System Specifications: Technical requirements for data transfer and systems interface
10. Appendix C - Contact Details: Key contact information for both parties
Account
Accrued Interest
Applicable Law
Assignment
Associated Rights
Business Day
Charged-Off Account
Closing Date
Completion
Confidential Information
Cut-Off Date
Data Protection Laws
Data Tape
Debt
Default Interest Rate
Defaulted Receivable
Deferred Purchase Price
Eligibility Criteria
Eligible Receivable
Encumbrance
Event of Default
Excluded Receivable
Financial Records
Forward Flow Period
Indemnified Party
Insolvency Event
Interest Period
Material Adverse Effect
Maximum Portfolio Size
Minimum Portfolio Size
Monthly Payment Date
Notice of Assignment
Offer
Offer Date
Outstanding Balance
Payment Date
Portfolio
Portfolio Acceptance
Portfolio Schedule
Purchase Price
Purchase Rate
Purchased Receivable
Receivable
Receivables Documentation
Regulatory Authority
Related Rights
Relevant Documents
Required Information
Selection Criteria
Selection Date
Service Levels
Settlement Date
Transfer Date
Transfer Notice
Transfer Period
Transfer Requirements
Transferring Account
Underlying Agreement
Working Day
Sale and Purchase
Eligibility Criteria
Portfolio Selection
Purchase Price
Payment Terms
Transfer Process
Assignment
Completion Requirements
Representations and Warranties
Seller Warranties
Purchaser Warranties
Data Protection
Privacy Compliance
Regulatory Compliance
Consumer Protection
Anti-Money Laundering
Information Security
Operational Requirements
Service Levels
Record Keeping
Reporting Requirements
Put-Back Rights
Repurchase Obligations
True Sale Provisions
Title and Risk
Indemnification
Liability
Confidentiality
Intellectual Property
Force Majeure
Term and Duration
Termination Rights
Termination Consequences
Dispute Resolution
Governing Law
Assignment and Transfer
Notices
Amendment and Waiver
Severability
Entire Agreement
Costs and Expenses
Further Assurance
Counterparts
Third Party Rights
Financial Services
Banking
Debt Collection
Credit Management
Consumer Finance
Commercial Finance
Alternative Lending
Fintech
Legal
Finance
Risk Management
Compliance
Operations
Treasury
Credit Management
Collections
Portfolio Management
Commercial
Data Analytics
Chief Financial Officer
Head of Debt Sales
Portfolio Manager
Legal Counsel
Compliance Officer
Credit Risk Manager
Operations Director
Collections Manager
Finance Director
Commercial Director
Risk Officer
Debt Purchase Manager
Portfolio Analyst
Treasury Manager
Transaction Manager
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