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1. Parties: Identification of the seller and purchaser of the loan(s), including their registered addresses and corporate details
2. Background: Recitals explaining the context of the loan sale, including brief description of the original loan and the intention to transfer
3. Definitions and Interpretation: Comprehensive definitions of terms used in the agreement and rules of interpretation
4. Sale and Purchase: Core transaction terms including the commitment to sell and purchase the loan(s)
5. Purchase Price and Payment: Details of the consideration, payment mechanics, and timing
6. Completion: Process and requirements for completing the transfer, including conditions precedent
7. Transfer Mechanics: Specific mechanics for transferring the loan, including documentation requirements and notices
8. Representations and Warranties: Standard representations and warranties from both seller and purchaser
9. Seller's Continuing Obligations: Ongoing obligations of the seller post-transfer
10. Purchaser's Undertakings: Key undertakings from the purchaser regarding the management of the loan
11. Indemnities: Indemnification provisions for breach of agreement terms
12. Confidentiality: Provisions regarding confidential information and its handling
13. Notices: Process and requirements for serving notices under the agreement
14. Governing Law and Jurisdiction: Specification of Indian law as governing law and jurisdiction details
15. General Provisions: Standard boilerplate provisions including severability, amendments, and entire agreement
1. Security Transfer: Required when the loan is secured and includes transfer of security interests
2. Foreign Exchange Provisions: Needed when the loan involves foreign currency or cross-border elements
3. Tax Provisions: Detailed tax clauses required for complex transactions or specific tax arrangements
4. Regulatory Compliance: Specific provisions required for regulated entities or specialized loan types
5. Sub-participation: Required when the transfer is structured as a sub-participation rather than an outright sale
6. Data Protection: Detailed provisions required when significant personal data is involved
7. Step-in Rights: Required when the purchaser needs specific intervention rights
8. Third Party Rights: Required when third party rights need to be addressed or excluded
1. Schedule 1 - Loan Details: Detailed description of the loan(s) being sold, including principal amounts, interest rates, and payment terms
2. Schedule 2 - Conditions Precedent: List of all conditions that must be satisfied before completion
3. Schedule 3 - Form of Transfer Documents: Templates of all documents required to effect the transfer
4. Schedule 4 - Seller's Power of Attorney: Form of power of attorney granted by seller to purchaser if required
5. Schedule 5 - Security Details: Details of any security interests being transferred with the loan
6. Schedule 6 - Loan Documentation: List of all existing loan documentation being transferred
7. Schedule 7 - Form of Notices: Template notices to borrower and other relevant parties regarding the transfer
8. Appendix A - Completion Checklist: Detailed checklist of all actions required for completion
9. Appendix B - Due Diligence Report: Summary of due diligence findings (if applicable)
Banking
Financial Services
Asset Management
Non-Banking Financial Companies (NBFCs)
Debt Collection
Investment Banking
Private Equity
Asset Reconstruction
Corporate Finance
Distressed Assets
Legal
Finance
Risk Management
Compliance
Treasury
Credit
Portfolio Management
Operations
Investment
Corporate Finance
Debt Recovery
Transaction Management
Chief Financial Officer
General Counsel
Head of Risk Management
Portfolio Manager
Credit Manager
Debt Recovery Officer
Compliance Officer
Treasury Manager
Investment Manager
Legal Counsel
Finance Director
Chief Risk Officer
Asset Manager
Transaction Manager
Banking Operations Manager
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