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INTER FACTOR AGREEMENT

AGREEMENT made on __________________20______by and between these parties: (1)____________________________________________________________________________ and

(2) ________________________________________________________________________

   WHEREAS each party, from time to time, will engage the services of the other to act as an Import Factor with respect to the sale of goods or rendering of services to debtors located in the country(ies) where the Import Factor’s services are to be performed.NOW, THEREFORE, in consideration of the mutual agreements herein contained, it is hereby agreed between the parties as follows:

    Each of the parties herby subscribes to and agrees to be bound by all of the terms and provisions of the General Rules for International Factoring ("GRIF"), the DEX and IFexchange Manuals and Rules between the Members and Partners, all promulgated by the International Factors Group ("IF-Group") and as formally revised from time to time.

    The services to be performed by each party as an Import Factor shall be rendered with respect to all the receivables of each supplier designated by the parties from time to time. The indicative Import Factor’s commissions and charges are contained in the Factor Information Sheet, as published on the IFG website in the Members section. The only binding rates are the ones indicated in IFexchange, unless other compensation is agreed upon. Neither of the parties shall be obliged to engage the services of the other exclusively and each party shall be free to engage the services of any other service provider located in the country(ies) where the other performs its services.

    This agreement shall take effect as of the date set out above and shall continue indefinitely, subject to termination by either party on 90 days’ prior written notice to the other but such termination shall not apply to, modify or otherwise affect the obligations of the parties with respect to transactions occurring, accounts receivable transferred or indebtedness incurred prior to the effective date of such termination.

    This Agreement contains all the matters agreed between the parties in relation to the receivables included by Article 3 of the GRIF and all agreements, warranties, representations and other statements made by the Import Factor or the Export Factor to the other before the making of this Agreement and the reliance on any usages or practices are excluded unless otherwise referred to herein.

    Additional terms (if any) ______________________________________________________________________________________ ______________________________________________________________________________________

    IN WITNESS WHEREOF, the parties have caused this instrument to be executed by their respective duly authorized corporate officers as of the date set out above.

   For (insert full legal name of Factor) _________________________________________________ Registered in (insert country and/or place of incorporation) _______________________________

With official registration number _________________________________________________

Signature

Full Names

Position:

   Who by his/her signature (i) certifies that he/she is duly authorised to execute this document and (ii) undertakes to produce evidence of such authority if so requested .

For ( insert full legal name of Factor) _________________________________________________ Registered in (insert country and/ or place of incorporation)_______________________________

With official registration number_________________________________________________

Signature

Full Names

Position:

Who by his/her signature (i) certifies that he/she is duly authorised to execute this document and (ii) undertakes to produce evidence of such authority if so requested.