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Master Receivables Purchase Agreement for Hong Kong

Master Receivables Purchase Agreement Template for Hong Kong

A Master Receivables Purchase Agreement governed by Hong Kong law establishes a framework for the ongoing purchase and sale of receivables between a seller and purchaser. This agreement sets out the terms and conditions for multiple sales of receivables, including eligibility criteria, purchase price calculations, representations and warranties, and servicing arrangements. It incorporates Hong Kong legal requirements for assignments, registration of charges where applicable, and compliance with local data protection and financial regulations. The agreement typically includes detailed provisions for the transfer mechanism, perfection requirements, and ongoing obligations of both parties.

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What is a Master Receivables Purchase Agreement?

The Master Receivables Purchase Agreement is commonly used in trade finance, supply chain finance, and general corporate financing scenarios where a company wishes to monetize its receivables on an ongoing basis. This agreement type is particularly relevant in Hong Kong, a major financial center where many companies engage in cross-border trade and require efficient financing solutions. The document establishes a master framework under which multiple purchases can occur without the need to negotiate new terms for each transaction. It includes comprehensive provisions addressing Hong Kong legal requirements for assignments, regulatory compliance, and data protection. The agreement is designed to facilitate efficient, repeated sales of receivables while providing legal certainty and operational clarity for all parties involved.

What sections should be included in a Master Receivables Purchase Agreement?

1. Parties: Identification of the seller(s) and purchaser(s)

2. Background: Context of the agreement and commercial purpose

3. Definitions and Interpretation: Key defined terms and interpretation rules

4. Sale and Purchase Structure: Framework for receivables purchases, including offer and acceptance mechanism

5. Eligibility Criteria: Criteria that receivables must meet to be eligible for purchase

6. Purchase Price and Payment: Calculation of purchase price and payment mechanics

7. Transfer Mechanics: Process for legally transferring receivables, including perfection requirements

8. Representations and Warranties: Standard and transaction-specific representations and warranties

9. Servicing Provisions: Obligations regarding collection and administration of purchased receivables

10. Undertakings: Ongoing obligations of the parties

11. Events of Default: Circumstances constituting default and consequences

12. Termination: Termination events and process

13. Confidentiality: Confidentiality obligations and permitted disclosures

14. Notices: Process for giving notices under the agreement

15. General Provisions: Standard boilerplate provisions including governing law, jurisdiction, etc.

What sections are optional to include in a Master Receivables Purchase Agreement?

1. Security Arrangements: Required if any security is being provided for the seller's obligations

2. Credit Enhancement: Include if there are guarantees, letters of credit, or other credit support

3. True Sale Provisions: Enhanced provisions required if true sale characterization is critical

4. Data Protection: Detailed section required if significant personal data is involved in the receivables

5. Multiple Sellers: Additional provisions required for multiple seller arrangements

6. Currency Provisions: Required if receivables are in multiple currencies

7. Tax Gross-up: Include if tax gross-up provisions are commercially agreed

8. Back-up Servicing: Include if a back-up servicer arrangement is required

What schedules should be included in a Master Receivables Purchase Agreement?

1. Form of Transfer Notice: Standard form for offering receivables for purchase

2. Form of Transfer Acceptance: Standard form for accepting offered receivables

3. Eligibility Criteria Details: Detailed specifications of eligibility requirements

4. Purchase Price Calculations: Detailed methodology for calculating purchase price

5. Servicer Reports: Ƶ for required servicer reporting

6. Notice Details: Contact details for notices

7. Form of Closing Certificate: Template for periodic certification of compliance

8. Data Protection Requirements: Detailed data handling and protection requirements

9. Form of Assignment: Template for legal assignment documentation

10. Initial Receivables Portfolio: Details of initial portfolio if applicable

Authors

Alex Denne

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

Jurisdiction

Hong Kong

Publisher

Ƶ

Document Type

Music Agreement

Cost

Free to use

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