The Receivables Transfer Agreement is a crucial document used in financial transactions where a business wishes to transfer its accounts receivable to another party, typically for financing purposes or balance sheet management. This agreement, governed by Maltese law, provides the legal framework for transferring receivables while ensuring compliance with local regulations, including the Civil Code (Chapter 16) and Financial Institutions Act (Chapter 376). It details the mechanics of the transfer, purchase price calculations, representations and warranties, and ongoing obligations of both parties. The document is particularly relevant for businesses seeking to improve their working capital position, financial institutions engaging in factoring or invoice discounting, and companies involved in securitization transactions. It includes specific provisions required under Maltese law for the valid transfer of receivables, addressing matters such as perfection requirements, notice obligations, and data protection considerations.
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1. Parties: Identification of the transferor (seller) and transferee (buyer) of the receivables
2. Background: Context of the transaction, relationship between parties, and purpose of the agreement
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Sale and Purchase: Core transfer provisions, including the agreement to sell and purchase the receivables
5. Purchase Price and Payment: Terms of consideration, calculation method, and payment mechanics
6. Conditions Precedent: Conditions that must be satisfied before the transfer becomes effective
7. Representations and Warranties: Statements of fact and assurances from both parties, particularly regarding the receivables
8. Perfection Requirements: Steps required to perfect the transfer under Maltese law
9. Notice and Communication: Requirements for notifying debtors and communication procedures
10. Servicing and Collections: Arrangements for collecting and managing the receivables post-transfer
11. Covenants: Ongoing obligations of the parties
12. Events of Default: Circumstances constituting default and consequences
13. Termination: Provisions for ending the agreement and consequences of termination
14. Confidentiality: Obligations regarding confidential information
15. Data Protection: Compliance with data protection laws and handling of personal data
16. Governing Law and Jurisdiction: Specification of Maltese law as governing law and jurisdiction for disputes
1. Recourse: Used when the agreement includes recourse rights against the transferor for unpaid receivables
2. Security: Include when additional security is provided for the transferor's obligations
3. True Sale Provisions: Detailed provisions to establish true sale character when bankruptcy remoteness is crucial
4. Credit Enhancement: When credit enhancement mechanisms such as overcollateralization are included
5. Intermediary Provisions: When a collection agent or security trustee is involved
6. Portfolio Monitoring: For ongoing programs with portfolio quality requirements
7. Replace/Repurchase Rights: When the transferor has rights or obligations to replace or repurchase receivables
8. Currency Provisions: When receivables are in multiple currencies or currency conversion is required
1. Schedule 1 - Receivables Schedule: Detailed list and description of the receivables being transferred
2. Schedule 2 - Eligibility Criteria: Criteria that receivables must meet to be eligible for transfer
3. Schedule 3 - Form of Transfer Notice: Template for notices required to effect individual transfers
4. Schedule 4 - Form of Debtor Notice: Template for notices to be sent to debtors regarding the transfer
5. Schedule 5 - Conditions Precedent Documents: List of required documents and conditions to be satisfied
6. Schedule 6 - Servicing Requirements: Detailed procedures for servicing and collecting the receivables
7. Schedule 7 - Purchase Price Calculation: Detailed methodology for calculating the purchase price
8. Appendix A - Power of Attorney: Form of power of attorney for perfection actions
9. Appendix B - Reports: Templates for required reporting between parties
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