Assignment of Accounts Receivable With Recourse

Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

ASSIGNMENT OF ACCOUNTS RECEIVABLE WITH RECOURSE

This Assignment of Accounts Receivable with Recourse (hereinafter referred to as the “Agreement”) is made and entered into on this {{day}} day of {{month}}, {{year}}, by and between:

**{{assignor_company_name}}** (Registration Number: {{assignor_registration_number}}), a company duly incorporated and operating under the laws of {{country}}, with its principal place of business at {{assignor_address}} (hereinafter referred to as the “Assignor”);

AND

**{{assignee_company_name}}** (Registration Number: {{assignee_registration_number}}), a company duly incorporated and operating under the laws of {{country}}, with its principal place of business at {{assignee_address}} (hereinafter referred to as the “Assignee”).

Collectively referred to as “the Parties” and individually as “a Party”.

1. RECITALS

1.1. The Assignor is a business engaged in {{assignor_business_description}} and holds certain accounts receivable as detailed in Schedule A attached hereto (hereinafter referred to as the “Receivables”).

1.2. The Assignor desires to assign, sell, and transfer the Receivables to the Assignee, and the Assignee desires to purchase and accept such assignment, on the terms and conditions set forth herein.

2. ASSIGNMENT

2.1. For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Assignor hereby irrevocably assigns, transfers, sells, and sets over to the Assignee all of its right, title, and interest in and to the Receivables listed in Schedule A, including all proceeds thereof and all security interests, guarantees, or other rights relating thereto.

2.2. The consideration for this assignment is the sum of {{currency}} {{assignment_amount}} ({{assignment_amount_words}}) paid by the Assignee to the Assignor on or before {{payment_due_date}}.

3. RECOURSE

3.1. This Assignment is made WITH RECOURSE. The Assignor unconditionally guarantees payment to the Assignee of the full amount of the Receivables assigned hereunder.

3.2. In the event that any of the assigned Receivables are not paid by the respective debtors by their due date, the Assignor shall, within {{days_for_repurchase}} days of written demand from the Assignee, repurchase the unpaid Receivables at their face value plus any accrued interest and collection costs incurred by the Assignee.

3.3. The Assignee shall have the right to charge back to the Assignor any uncollectible Receivables.

4. REPRESENTATIONS AND WARRANTIES OF ASSIGNOR

The Assignor hereby represents and warrants to the Assignee that:

4.1. The Assignor is the sole legal and beneficial owner of the Receivables and has full power and authority to assign the Receivables.

4.2. The Receivables are bona fide, valid, legally enforceable obligations of the debtors, free and clear of all liens, encumbrances, and adverse claims whatsoever.

4.3. The amounts stated in Schedule A are accurate and represent the actual amounts owing to the Assignor.

4.4. No defence, counterclaim, or set-off exists or will be asserted by any debtor against the Assignor in relation to the Receivables.

4.5. All invoices and documentation related to the Receivables are true, accurate, and complete.

5. COVENANTS OF ASSIGNOR

The Assignor covenants and agrees with the Assignee that it shall:

5.1. Cooperate fully with the Assignee in the collection of the Receivables.

5.2. Forward to the Assignee promptly all payments received by the Assignor on account of the Receivables.

5.3. Provide the Assignee with all necessary information and documentation related to the Receivables.

5.4. Notify the Assignee immediately of any dispute or claim raised by a debtor against any of the Receivables.

6. INDEMNIFICATION

The Assignor shall indemnify and hold harmless the Assignee from and against any and all losses, damages, liabilities, costs, and expenses (including reasonable legal fees) incurred by the Assignee arising out of or in connection with any breach of a representation, warranty, or covenant made by the Assignor in this Agreement.

7. GOVERNING LAW AND JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of {{country}}. The Parties hereby submit to the non-exclusive jurisdiction of the courts of {{country}} for the resolution of any disputes arising under this Agreement.

8. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, and negotiations, whether oral or written.

9. AMENDMENT

No amendment, modification, or waiver of any provision of this Agreement shall be effective unless in writing and signed by both Parties.

10. NOTICES

Any notice required or permitted to be given under this Agreement shall be in writing and shall be delivered by hand, registered mail, or reputable courier service to the addresses first above written, or to such other address as either Party may designate by written notice to the other.

SIGNATURES

IN WITNESS WHEREOF, the Parties have executed this Assignment of Accounts Receivable with Recourse on the date first above written.

**ASSIGNOR:**

_______________________________

Name: {{assignor_signer_name}}

Title: {{assignor_signer_title}}

**ASSIGNEE:**

_______________________________

Name: {{assignee_signer_name}}

Title: {{assignee_signer_title}}

**SCHEDULE A: LIST OF ACCOUNTS RECEIVABLE**

| Debtor Name | Invoice Number | Invoice Date | Original Amount ({{currency}}) | Due Date |

|---|---|---|---|---|

| {{debtor_name_1}} | {{invoice_number_1}} | {{invoice_date_1}} | {{original_amount_1}} | {{due_date_1}} |

| {{debtor_name_2}} | {{invoice_number_2}} | {{invoice_date_2}} | {{original_amount_2}} | {{due_date_2}} |

| ... | ... | ... | ... | ... |

**(Add more rows as needed)**