The Receivable Purchase Agreement is a crucial document used in Philippine commercial transactions when a business wants to sell its accounts receivable to improve cash flow or transfer credit risk. This agreement, governed by Philippine law, particularly the Civil Code and relevant financial regulations, establishes the legal framework for transferring receivables from the seller to the purchaser. It includes detailed provisions on purchase price calculations, representations about the receivables' quality, collection procedures, and risk allocation between parties. The document is especially important in trade finance, supply chain financing, and factoring arrangements, requiring careful consideration of local law requirements for assignments, notice to obligors, and perfection of transfers.
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1. Parties: Identifies the seller and purchaser of the receivables
2. Background: Explains the context of the agreement and the parties' intentions
3. Definitions: Defines key terms used throughout the agreement
4. Sale and Purchase: Details the core transaction structure and mechanics of the receivables purchase
5. Purchase Price and Payment Terms: Specifies the purchase price calculation method and payment arrangements
6. Conditions Precedent: Lists conditions that must be satisfied before the agreement becomes effective
7. Representations and Warranties: Sets out the seller's and purchaser's representations regarding their capacity and the receivables
8. Covenants: Details ongoing obligations of both parties
9. True Sale and Assignment: Confirms the transfer of ownership and compliance with Philippine law requirements
10. Collections and Payments: Specifies how receivables will be collected and payments processed
11. Events of Default: Lists circumstances constituting default and consequences
12. Indemnification: Outlines mutual indemnification obligations
13. Confidentiality: Establishes confidentiality obligations regarding the transaction
14. Governing Law and Jurisdiction: Specifies Philippine law as governing law and jurisdiction for disputes
15. Miscellaneous: Contains standard boilerplate provisions
1. Security Interest: Include when additional security is provided for the purchased receivables
2. Servicer Provisions: Include when a third-party servicer is involved in collections
3. Credit Enhancement: Include when credit enhancement mechanisms are part of the structure
4. Reserve Account: Include when a reserve account is established for credit support
5. Electronic Records and Signatures: Include when parties agree to use electronic documentation
6. Data Protection: Include when personal data processing is involved in the receivables
7. Foreign Exchange Provisions: Include when receivables are denominated in foreign currency
8. Insurance: Include when receivables or underlying assets are insured
1. Schedule of Receivables: Detailed list of receivables being purchased, including key information such as face value, maturity, and obligor details
2. Eligibility Criteria: Specific criteria that receivables must meet to be eligible for purchase
3. Form of Transfer Notice: Template for notices of transfer to be sent to obligors
4. Purchase Price Calculation: Detailed methodology for calculating the purchase price, including any discounts
5. Required Documents: List of documents required for each receivable transfer
6. Form of Servicing Report: Template for periodic reporting on collections and receivables performance
7. Contact Details: List of authorized representatives and contact information for both parties
8. Form of Assignment: Template for formal assignment documentation required under Philippine law
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