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Purchase Order Financing Agreement Template for Germany

A Purchase Order Financing Agreement governed by German law is a specialized financing document that enables businesses to obtain funding based on confirmed purchase orders from their customers. The agreement, structured under German civil and commercial law frameworks, particularly the B眉rgerliches Gesetzbuch (BGB) and Handelsgesetzbuch (HGB), establishes the terms under which a financial institution will provide advance funding against purchase orders. It includes detailed provisions for security interests, operational procedures, compliance requirements, and risk allocation, while adhering to German banking regulations and documentation requirements.

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What is a Purchase Order Financing Agreement?

The Purchase Order Financing Agreement is essential for businesses requiring working capital to fulfill customer orders, particularly when they lack sufficient funds to pay suppliers upfront. This document, governed by German law, establishes a financing arrangement where a financial institution advances funds based on confirmed purchase orders from creditworthy customers. The agreement covers crucial aspects such as facility terms, security arrangements, operational procedures, and compliance requirements under German banking and commercial laws. It's particularly valuable for growing businesses, importers, and manufacturers who need to bridge the funding gap between receiving orders and delivering goods. The document must comply with German civil law (BGB), commercial code (HGB), and banking regulations (KWG), while providing clear mechanisms for security interests and risk mitigation.

What sections should be included in a Purchase Order Financing Agreement?

1. Parties: Identification of the financing party (typically a bank or financial institution) and the client (the business seeking PO financing)

2. Background: Context of the agreement, including the client's business nature and need for purchase order financing

3. Definitions: Detailed definitions of terms used throughout the agreement, including technical and financial terms

4. Facility and Purpose: Description of the financing facility, its purpose, and total amount available

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

6. Operational Mechanism: Process for submitting purchase orders, approval procedures, and disbursement mechanisms

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

8. Repayment Terms: Terms and conditions for repayment, including timing and methods

9. Security and Collateral: Details of security arrangements and collateral requirements

10. Representations and Warranties: Standard and specific representations and warranties from the client

11. Covenants: Positive and negative covenants applicable to the client

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

13. Boilerplate Provisions: Standard legal provisions including notices, amendments, governing law, and jurisdiction

What sections are optional to include in a Purchase Order Financing Agreement?

1. Supplier Direct Payments: Used when the financing party makes direct payments to suppliers

2. Multi-currency Provisions: Required when financing can be provided in multiple currencies

3. Insurance Requirements: Detailed insurance provisions when specific insurance coverage is required

4. Third-Party Rights: Required when rights are extended to suppliers or other third parties

5. Electronic Trading Platform: When the facility operates through an electronic platform

6. Syndication Provisions: Required when the facility may be syndicated to other lenders

7. Parent Company Guarantee: When additional guarantee from a parent company is required

What schedules should be included in a Purchase Order Financing Agreement?

1. Schedule 1 - Facility Details: Detailed terms of the facility including limits, pricing, and fees

2. Schedule 2 - Form of Purchase Order: Template and requirements for acceptable purchase orders

3. Schedule 3 - Conditions Precedent Documents: List of required documents and evidence

4. Schedule 4 - Security Documents: Forms of security documents and collateral agreements

5. Schedule 5 - Operational Procedures: Detailed procedures for submitting and processing PO financing requests

6. Schedule 6 - Reporting Requirements: Templates and timing for required reports

7. Appendix A - Approved Suppliers List: List of pre-approved suppliers if applicable

8. Appendix B - Fee Schedule: Detailed breakdown of all applicable fees and charges

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

Germany

Document Type

Financing Agreement

Cost

Free to use

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