东莞出口企业应收账款问题的探讨(开题报告+任务书+英文文献翻译) 第5页
In addition, purchasers insist on a minimum period of program participation to assure the availability of accounts receivable for purposes of offsetting losses. When a receivable is not collectible because a representation or warranty has been breached, the seller is required to repurchase the receivable, substitute a new receivable, or pay the purchaser for the loss that has been sustained. Payment for the loss usually is accomplished by the purchaser reducing the amount on newly purchased receivables that is owed by the seller.
Prohibiting sellers from terminating the purchase program early or without prior notice allows a continued flow of purchased receivables against which losses can be offset. This is particularly important during the initial purchase period when most problems are discovered. Substantial prior notice of termination also provides the purchaser with sufficient time to make any adjustments that may be necessary.
The most effective way for sellers to address a purchaser's minimum program participation requirements is to negotiate terms of the termination. For example, a seller may trade off a reduction in the term of the contract for a reduction in the cost of the termination. Or, the seller may be able to reduce the duration of the termination notice by agreeing in advance to post other security for its obligations. It should be noted that the ability to negotiate such provisions is limited when sellers deal with purchase programs that have outstanding debt which is rated by a nationally recognized rating agency.
Breach of the sale agreement. Not all contracts are alike in the consequences of a breach, and not all breaches of contract are alike in their consequences. A contract for the purchase and sale of accounts receivable is no exception. For example, a seller may be liable for a relatively minor breach of the sales agreement if it represented that a receivable was payable by a third party, but the third party, without the www.751com.cn  prior knowledge of the seller, has decided it is not responsible for payment. The typical remedy a purchaser would impose for this infraction is to require the seller to repurchase the receivable in question or substitute another receivable.A more serious breach of the sale agreement occurs when a provider organization sells to the purchaser a receivable that it knows already has been paid. The consequences of this type of breach are much more serious and may involve a claim of fraud against the seller.
Another breach with potentially wide-ranging consequences relates to a requirement that is present in most, if not all, purchase and sale agreements: the seller must turn over to the purchaser any funds it has received for receivables that have been purchased.
Unless failure to turn over such funds is due merely to an innocent clerical error, this type of breach of contract may be the basis for a criminal action for theft, and the responsible individual or individuals may be subject to imprisonment upon conviction. Even in the absence of a criminal prosecution, the responsible individual or individuals may be personally liable to the purchaser for all losses suffered by the purchaser as a result of the failure to pay monies owed. Further, the corporate structure of the provider may not protect these individuals from personal liability to the purchaser. Because of the potential seriousness of the consequences of a breach of contract, sellers must fully understand their responsibilities in an accounts receivable purchase program; they cannot afford to assume that, if worse comes to worse, they can breach one or more provisions of the purchase and sale agreement and suffer only mild consequences.
Conclusion
Accounts receivable purchasing programs often are marketed as easy, trouble-free mechanisms for managing working capital requirements. But such programs work only if sellers and purchasers pay adequate attention to preventing problems before they arise. Failure to do so will jeopardize the success of the program and require that time, effort, and money be spent in rectifying problems.

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