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1. Parties: Identification of the seller and buyer entities, including registration details and addresses
2. Background: Context of the agreement, nature of the debt portfolios, and general commercial intent
3. Definitions and Interpretation: Definitions of key terms, interpretation rules, and references to Philippine law
4. Sale and Purchase Structure: Framework for recurring sales, eligibility criteria, and transfer mechanics
5. Price and Payment Terms: Pricing methodology, payment procedures, and timing of payments
6. Transfer Mechanics: Procedures for periodic transfers, documentation requirements, and delivery of information
7. Eligibility Criteria: Specific requirements for accounts to be included in each transfer
8. Representations and Warranties: Standard and specific warranties regarding the debt portfolios and compliance with Philippine law
9. Servicing Arrangements: Post-transfer servicing responsibilities and transition provisions
10. Data Protection and Confidentiality: Compliance with Philippine Data Privacy Act and confidentiality obligations
11. Regulatory Compliance: Compliance with Philippine banking, consumer protection, and other relevant regulations
12. Termination: Termination events, procedures, and consequences
13. Miscellaneous: Standard boilerplate provisions including notices, amendments, and governing law
1. Put-Back Provisions: Optional section for circumstances where accounts can be returned to the seller - include if specifically requested
2. Interim Servicing: Include if the seller will continue servicing for a transition period
3. Third Party Rights: Include if other parties have rights under the agreement
4. Marketing and Communications: Include if there are specific requirements for customer communications
5. Service Level Requirements: Include if specific performance metrics are required for ongoing operations
6. Security Arrangements: Include if any security or collateral is required
7. Anti-Money Laundering: Detailed AML provisions - include for high-risk portfolios
1. Schedule 1 - Eligibility Criteria: Detailed list of account eligibility requirements
2. Schedule 2 - Transfer Notice Template: Form of notice for each periodic transfer
3. Schedule 3 - Pricing Schedule: Detailed pricing methodology and calculations
4. Schedule 4 - Data Fields: List of required data fields for account transfers
5. Schedule 5 - Transfer Procedures: Detailed operational procedures for transfers
6. Schedule 6 - Form of Assignment: Template documentation for individual transfers
7. Schedule 7 - Reporting Requirements: Templates and timing for required reports
8. Appendix A - Initial Portfolio Summary: Description of the initial expected portfolio characteristics
9. Appendix B - Power of Attorney: Standard POA format for Philippine requirements
Accrued Interest
Applicable Law
Assignment
Available Portfolio
BSP
Business Day
Charged-Off Account
Closing Date
Completion Date
Confidential Information
Cut-Off Date
Data Protection Laws
Data Subject
Debt
Default Interest
Defaulted Account
Deferred Purchase Price
Eligibility Criteria
Eligible Account
Encumbrance
Event of Default
Forward Flow Period
Initial Purchase Price
Ineligible Account
Insolvency Event
Material Adverse Effect
Minimum Portfolio Size
Monthly Payment Date
Notification Requirements
Obligor
Offer Notice
Outstanding Balance
Payment Date
Personal Data
Philippine Peso
Portfolio
Portfolio Schedule
Purchase Price
Purchase Rate
Put-Back Account
Put-Back Period
Related Rights
Relevant Documents
Repurchase Price
Required Information
Sale Notice
Securities and Exchange Commission
Security Interest
Servicer
Settlement Date
Transfer Date
Transfer Notice
Transfer Period
Transfer Requirements
Transferred Account
Trust Receipt
Unpaid Balance
Valuation Date
VAT
Conditions Precedent
Due Diligence
Purchase Price
Payment Terms
Transfer Mechanics
Completion Requirements
Representations and Warranties
Seller Warranties
Buyer Warranties
Put-Back Rights
Repurchase Obligations
Data Protection
Confidentiality
Assignment and Transfer
Regulatory Compliance
Anti-Money Laundering
Consumer Protection
Information Requirements
Servicing Arrangements
Security Interest
Default and Termination
Force Majeure
Indemnification
Liability Limitation
Dispute Resolution
Governing Law
Notices
Costs and Expenses
Tax
Amendment and Waiver
Severability
Entire Agreement
Further Assurance
Third Party Rights
Counterparts
Banking
Financial Services
Debt Collection
Credit Management
Consumer Finance
Asset Management
Investment Management
Debt Trading
Consumer Credit
Legal
Finance
Operations
Risk Management
Compliance
Data Protection
Treasury
Collections
Portfolio Management
Credit Management
Deal Management
Investment
Client Relations
Chief Financial Officer
Head of Collections
Legal Counsel
Compliance Officer
Portfolio Manager
Risk Manager
Operations Director
Credit Manager
Data Protection Officer
Treasury Manager
Debt Trading Manager
Account Relationship Manager
Chief Risk Officer
Head of Finance
Investment Manager
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