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Master Factoring Agreement Template for Philippines

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Key Requirements PROMPT example:

Master Factoring Agreement

"I need a Master Factoring Agreement under Philippine law for a manufacturing company that will be selling its receivables to multiple factors, with special provisions for cross-border transactions and electronic processing of documents, to be implemented by March 2025."

Document background
The Master Factoring Agreement serves as the primary contractual framework for factoring relationships in the Philippines, enabling businesses to obtain financing by selling their accounts receivable to a factor. This document is essential when establishing a long-term factoring relationship, typically used by companies seeking to improve their working capital position through receivables financing. The agreement must comply with Philippine banking regulations, particularly the General Banking Law of 2000 and BSP circulars governing factoring transactions. It includes comprehensive provisions for receivables purchase, credit risk assessment, collection procedures, and security arrangements. The Master Factoring Agreement is designed to accommodate multiple future transactions under a single framework, reducing the need for repeated documentation while ensuring regulatory compliance and proper risk management in the Philippine context.
Suggested Sections

1. Parties: Identification of the Factor and the Client (Seller) with their complete legal details

2. Background: Context of the agreement, business relationship, and purpose of the factoring arrangement

3. Definitions: Comprehensive definitions of terms used throughout the agreement

4. Sale and Purchase of Receivables: Core provisions governing the transfer of receivables, including pricing and payment terms

5. Eligibility Criteria: Specific requirements for receivables to be eligible for factoring

6. Representations and Warranties: Client's representations regarding their business and the receivables

7. Client Undertakings: Ongoing obligations of the Client throughout the agreement term

8. Operating Procedures: Day-to-day procedures for offering and accepting receivables

9. Fees and Charges: Detailed breakdown of all fees, charges, and calculation methods

10. Collection and Payment Procedures: Processes for collecting receivables and remitting payments

11. Events of Default: Circumstances constituting default and consequences

12. Remedies: Factor's rights and remedies upon default or breach

13. Term and Termination: Duration of agreement and termination provisions

14. Confidentiality: Protection of confidential information and trade secrets

15. Notices: Communication procedures between parties

16. Governing Law and Jurisdiction: Choice of law and dispute resolution provisions

17. General Provisions: Standard boilerplate clauses including assignment, amendments, and severability

Optional Sections

1. Credit Insurance: Include when the factoring arrangement involves credit insurance coverage

2. Electronic Processing: Include when parties agree to use electronic platforms for receivables management

3. International Transactions: Include for cross-border factoring arrangements

4. Reserve Account: Include when a reserve account mechanism is part of the arrangement

5. Bulk Factoring Provisions: Include when allowing for bulk assignment of receivables

6. Debtor Credit Limits: Include when the factor provides debtor credit limit services

7. Collection Agency Arrangements: Include when third-party collection agencies may be involved

8. Recourse Provisions: Include detailed recourse provisions when offering recourse factoring

Suggested Schedules

1. Schedule 1 - Pricing Schedule: Detailed fee structure, discount rates, and pricing mechanisms

2. Schedule 2 - Eligibility Criteria: Detailed criteria for acceptable receivables

3. Schedule 3 - Operating Procedures Manual: Detailed procedures for day-to-day operations

4. Schedule 4 - Form of Offer Notice: Template for offering receivables to the factor

5. Schedule 5 - Form of Acceptance Notice: Template for factor's acceptance of receivables

6. Schedule 6 - Approved Debtors List: List of pre-approved debtors and their credit limits

7. Schedule 7 - Required Documents: List of documents required for each factoring transaction

8. Schedule 8 - Client and Debtor Notification Forms: Standard forms for notifying debtors of the factoring arrangement

9. Appendix A - Compliance Requirements: Detailed AML and regulatory compliance requirements

10. Appendix B - Electronic Processing Procedures: Technical specifications for electronic submission and processing

Authors

Alex Denne

Head of Growth (Open Source Law) @ 抖阴短视频 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions



































































Clauses








































Relevant Industries

Manufacturing

Wholesale Trade

Retail

Construction

Transportation and Logistics

Technology and Software

Healthcare

Professional Services

Telecommunications

Textiles and Apparel

Food and Beverage

Agriculture

Export-Import

Industrial Services

Relevant Teams

Legal

Finance

Treasury

Credit and Collections

Risk Management

Compliance

Operations

Commercial

Business Development

Accounts Receivable

Internal Audit

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Credit Manager

Accounts Receivable Manager

Financial Controller

Risk Manager

Legal Counsel

Compliance Officer

Operations Manager

Commercial Director

Business Development Manager

Contract Manager

Collection Manager

Credit Analysis Manager

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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