Drafting Receivables Purchase Documents: Avoiding Contracting Pitfalls for Sellers and Purchasers

Key Provisions, UCC Requirements, Bankruptcy Principles

A live 90-minute CLE webinar with interactive Q&A

Wednesday, December 18, 2019

1:00pm-2:30pm EST, 10:00am-11:30am PST

Early Registration Discount Deadline, Friday, December 6, 2019

or call 1-800-926-7926

This CLE webinar will guide counsel through crafting critical provisions in the Receivables Purchase Agreement (“RPA”) and other transaction instruments. The panel will provide practical strategies to avoid common drafting pitfalls, minimize contract disputes, and protect client interests.


This program will explain and discuss the UCC underpinnings of the RPA market, including such issues as: the definition of "account" and how it has been expanded; the UCC provisions invalidating restrictions imposed by account debtors on transfer of accounts; rules on perfection and priority; and certain state law variations. We will also mention the concept of "true sale" and what that means to both purchasers and sellers. We will also analyze how cross-border transactions intersect with this legal background.

We will also consider such concerns as due diligence, inspection of underlying documents, and the risk of fraud. The panel will discuss document provisions often used in this market, alternatives, and tips on negotiation.

Listen as our panel of experienced practitioners guides listeners on how to prepare, negotiate, and close transactions in this dynamic market segment. Our speakers will help parties better understand the complex legal questions that often arise in these transactions.



  1. Committed and uncommitted programs
  2. Single purchaser and multiple purchasers
  3. Who is the "seller"?
  4. Electronic platforms
  5. Types of receivables--market observations
  6. Concept of "eligibility"
  7. UCC searches, filing, and priority
  8. Governmental obligors
  9.  Disputes


The panel will review these and other noteworthy issues:

  • What are the principal features of documents utilized in this market?
  • What are the issues for banking organizations as purchasers?
  • Which provisions of major agreements are standard, and which are often negotiated?
  • Which documents are usually required at closing, including legal opinions?
  • What issues are commonly recurring "sticking points"?


Smedresman, Peter
Peter S. Smedresman

Satterlee Stephens

Mr. Smedresman represents major international financial institutions and multinational businesses with their corporate...  |  Read More

Additional faculty
to be announced.

Live Webinar

Buy Live Webinar
Includes Early Discount Savings of $50 (through 12/06/19)

Live Webinar


Buy Live Webinar & Recording
Includes special savings of $250 (through 12/06/19)

Live Webinar & Download


Live Webinar & DVD

$344 + $19.45 S&H

Other Formats
— Anytime, Anywhere

Includes Early Discount Savings of $50 (through 12/06/19)

Strafford will process CLE credit for one person on each recording. All formats include program handouts. To find out which recorded format will provide the best CLE option, select your state:

CLE On-Demand Video

48 hours after event



48 hours after event



10 business days after event

$247 + $19.45 S&H