This contract is executed between the two parties whose complete data are detailed in the attached contracting form, referred to herein as “the First Party” (the Client – Seller of the Receivables) and “the Second Party” (the Factoring Company – Buyer of the Receivables), collectively referred to as “the Parties”. Between each of: the First Party (the Client – Seller of the Receivables) and the Second Party (the Factoring Company – Buyer of the Receivables), which will be described in full in Appendix (1) of this agreement. The First Party wishes to sell/transfer a set of financial receivables (delayed invoices) due to it from its clients (debtors) to the Second Party, in exchange for immediate cash liquidity (or within a short period), and the Second Party will undertake the collection of these receivables for a commission and fees, with (or without) the right to recourse against the Client in the event they are not collected, according to the type of factoring agreed upon and stated in Appendix (2) of this agreement. Accordingly, the two parties wish to organize their contractual relationship regarding the transfer of ownership of the receivables, collection mechanisms, fees, guarantees, and obligations, as detailed in the following articles, achieving the operational liquidity for the Client and providing the appropriate return for the Factoring Company while managing credit risks, the parties have agreed to the following:

Article (1) Definitions
1- The words and phrases below, wherever mentioned in this agreement, shall have the meanings assigned to each of them, unless the text indicates otherwise:
2- Receivables (invoices): are the financial amounts due to the Client (the First Party) from its clients (debtors), arising from the sale of goods or provision of services, detailed in Appendix (3) of this agreement, including commercial invoices, commercial papers, promissory notes, bills of exchange, and any other debt documents.
3- Factoring: is the process of selling/transferring ownership of the receivables from the Client to the Factoring Company, in exchange for an immediate payment of part of their value (usually between   percent to   percent), to be collected later (less the commission and fees) after retrieving the receivables from the debtor.
4- Recourse Factoring: is the type wherein the Client is obliged to repurchase the uncollected receivables from the Factoring Company (or compensate it) if the debtor fails to pay them within the specified collection period.
5- Non-Recourse Factoring: is the type where the Factoring Company assumes the risk of non-collection of the receivables (the debtor's credit risk), and is not entitled to recourse against the Client in the event of debtor default, except in cases of fraud or commercial disputes between the Client and the debtor.
6- Collection Period: is the timeframe granted to the Factoring Company to collect the receivables from the debtors, specified in Appendix (4) starting from the date of purchasing the receivables, and lasting for   days.
7- Advance Payment: is the amount paid by the Factoring Company to the Client upon purchasing the receivables, calculated at   percent of the total value of the purchased receivables.
8- Reserve Margin: is the amount remaining from the value of the receivables (percentage   percent) which the Factoring Company retains as a guarantee to cover any discounts, disputes, or uncollected receivables, and is paid to the Client after full collection and deduction of commission and fees.
9- Factoring Commission: is the fees charged by the Factoring Company for its services (financing, collection, credit management, risk assumption), calculated at   percent of the total value of the purchased receivables.
10- Financing Fees: are the interest or cost of financing calculated on the advance payment, set at   percent per annum, calculated daily from the date of the advance payment until the total amount of the receivable is collected.
11- Debtors: are the clients (third parties) indebted to the Client under the sold receivables, whose data is listed in Appendix (5).
12- Warranty Period: is the duration extending   months following the date of sale of the receivables, during which the Client guarantees the validity of the receivables and their freedom from disputes or counterclaims.
13- Maximum Indemnity Limit: is the maximum amount of compensations due for any breach, specified in Appendix (6) at  , or equivalent to   percent, whichever is greater.
14- Force Majeure: events beyond human control and impossible to avoid (wars, revolutions, natural disasters, arbitrary government actions), defined in Article (17) of this agreement.

Article (2) Subject of the Agreement
1- This agreement includes the sale/transfer of ownership of the receivables detailed in Appendix (3) from the Client (the First Party) to the Factoring Company (the Second Party), in exchange for a cash advance payment, and the Factoring Company will undertake the collection of these receivables from the debtors, applying the agreed-upon factoring conditions (with recourse or without), specifying the commissions and fees owed to it, according to the procedures and guarantees set forth in the following articles.