Office Depot 2012 Annual Report Download - page 122

Article 6: Financing of receivables
The Client may at any time send a drawdown request to ABN AMRO COM FIN for a determined amount of up to a maximum of
€€60,000,000 (sixty million euros), which shall imperatively be paid by bank transfer in the invoicing currency during the afternoon of
the day of the request if the request has been sent prior to 10am and on the following day for all requests sent after 10am.
In the event that the Current Account balance available is greater than the receivables outstanding, ABN AMRO COM FIN shall
transfer the entire excess to a bank account, the details of which shall have been given by the Client, once this excess is greater than
€€10,000 (ten thousand euros).
The available balance is the result of the current account balance, minus non-financeable receivables, particularly made up of:
Article 7: Retention guarantee
The Client agrees to its current account being debited for the amounts necessary to build up a retention guarantee equal to 20%
(twenty percent) of the total outstanding Eligible Receivables transferred, by deduction of 20% (twenty percent) of the amount of
each remittance slip.
The total amount of the retention guarantee may under no circumstances be less than the highest amount of outstanding Eligible
Receivables transferred which have been payable for longer than 30 (thirty) days.
The retention guarantee is intended to cover the amount of dilutions and the bad debts.
The amounts retained within the retention guarantee shall be blocked as cash collateral and held by ABN AMRO COM FIN in whole
ownership and as a security. ABN AMRO COM FIN shall hold the credit balance of the retention guarantee in full ownership and
shall therefore be able to set off its repayment obligation of these amounts automatically and up to the level of the balance potentially
in debit in the Current Account at any time, and upon its definitive closure.
All excess amounts, where relevant, shall be returned to the Client.
Twice a month, ABN AMRO COM FIN shall withdraw the amount of the dilutions and the bad debts recorded over the period from
the retention guarantee.
In the event the total amount of dilutions and bad debts is higher than 8% (eight percent) of the transferred receivables, the rate of the
retention guarantee applied to future transfers may be increased by the difference between the percentage recorded and 8% (eight
percent).
Payments with subrogation transferred to the Client remain acquired for the fraction of the bad debts exceeding the amount of the
outstanding retention guarantee; if the amount of unpaid receivables at a certain date is in excess of the retention guarantee amount,
the resulting loss shall be borne by ABN AMRO COM FIN.
In order to neutralize the financial cost, the retention guarantee shall not be included in calculation of the financing fee.
The retention guarantee procedure is set out in Appendix 4
Article 8: Remuneration
8-1 Service fee:
ABN AMRO COM FIN shall receive a factoring fee, excl. VAT, of 0.17% (zero point one seven) of the net amount of the transferred
New Eligible Receivables (incl. VAT) at the time of each transfer.
The minimum annual fee comprising the factoring fee is fixed at €€120,000 (one hundred and twenty thousand euros) and is due for
the whole contractual
y
ear, be
g
innin
g
on the start date of this a
g
reement and recei
p
t of which ma
y
be divided into monthl
y
fractions
- una
pp
roved receivables;
-dis
p
utes;
- receivables bringing the financing of a single debtor up to 3% (three percent) of the total outstanding of eligible receivables
exce
p
t a
g
reement b
y
ABN AMRO COM FIN of a list communicated b
y
the client durin
g
the contract life;
- commissions due to ABN AMRO COM FIN, incl. VAT;
- year-end rebates due by the Client to debtors (it is specified that the amounts that are not claimed or deducted by the debtors
twelve months after the
y
are
p
a
y
ables are not deductible);
- constitution of the retention
g
uarantee.