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Vendor Finance Agreement Template for Austria

A comprehensive legal agreement governed by Austrian law that structures a financing arrangement where a vendor provides or arranges financing for a purchaser to acquire goods or services. The agreement incorporates specific provisions compliant with Austrian banking and financial services regulations, including the Austrian Banking Act (BWG) and Civil Code (ABGB). It details the financing terms, security arrangements, repayment obligations, and includes necessary consumer protection provisions where applicable. The document ensures compliance with Austrian documentation requirements and financial services regulations while establishing the rights and obligations of all parties involved in the financing arrangement.

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What is a Vendor Finance Agreement?

The Vendor Finance Agreement is a crucial document used when a vendor either provides or arranges financing to facilitate the sale of their goods or services to a purchaser. This type of agreement is particularly relevant in Austria, where it must comply with specific financial services regulations and civil law requirements. The document typically includes detailed provisions on the financing facility, security arrangements, repayment terms, and the rights and obligations of all parties involved. It is structured to meet Austrian legal requirements including those under the Banking Act (BWG), Civil Code (ABGB), and where applicable, consumer protection laws. The agreement is commonly used for significant capital expenditure transactions where purchasers require financing support from their vendors, and can be adapted for various transaction sizes and complexity levels while maintaining compliance with Austrian regulatory requirements.

What sections should be included in a Vendor Finance Agreement?

1. Parties: Identification and details of the vendor, purchaser, and any finance provider

2. Background: Context of the transaction, including the underlying sale arrangement and financing purpose

3. Definitions and Interpretation: Key terms used throughout the agreement and rules of interpretation

4. Facility and Purpose: Details of the financing facility, amount, and permitted use

5. Conditions Precedent: Prerequisites that must be satisfied before the financing becomes available

6. Drawdown and Payment Terms: Procedures for accessing the financing and repayment obligations

7. Interest and Fees: Interest rates, calculation methods, and applicable fees

8. Security and Collateral: Description of security arrangements and collateral requirements

9. Representations and Warranties: Statements of fact and assurances given by the parties

10. Covenants: Ongoing obligations and restrictions on the parties

11. Events of Default: Circumstances constituting default and consequences

12. Enforcement Rights: Rights and remedies available upon default

13. Indemnification: Obligations to compensate for losses or damages

14. Confidentiality: Obligations regarding confidential information

15. Notices: Communication procedures between parties

16. Governing Law and Jurisdiction: Applicable law and dispute resolution provisions

17. Miscellaneous: Standard boilerplate provisions including assignment, amendments, and severability

What sections are optional to include in a Vendor Finance Agreement?

1. Guarantees: Required when third-party guarantees are part of the security structure

2. Insurance: Detailed insurance requirements when specific coverage is required for financed assets

3. Tax Provisions: Specific tax-related provisions when complex tax implications exist

4. Regulatory Compliance: Special regulatory requirements for specific industries or transaction types

5. Assignment and Syndication: Required when the finance provider may want to assign or syndicate the facility

6. Step-In Rights: Needed when the finance provider requires rights to take over the underlying sale contract

7. Inter-creditor Provisions: Required when multiple creditors are involved in the financing structure

What schedules should be included in a Vendor Finance Agreement?

1. Schedule 1 - Facility Details: Detailed terms of the facility including amounts, interest rates, and fees

2. Schedule 2 - Conditions Precedent: List of all required documents and conditions to be satisfied

3. Schedule 3 - Form of Drawdown Request: Template for requesting disbursements under the facility

4. Schedule 4 - Repayment Schedule: Detailed schedule of repayment dates and amounts

5. Schedule 5 - Security Documents: List and copies of all security documents

6. Schedule 6 - Form of Compliance Certificate: Template for periodic compliance certification

7. Appendix A - Asset Schedule: Detailed list of assets being financed

8. Appendix B - Calculation of Interest and Fees: Detailed methodology for calculating interest and fees

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

Austria

Document Type

Financing Agreement

Cost

Free to use

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