Bill of Sale and Assignment

Charged-off consumer and commercial receivables move on a bulk bill of sale, together with an assignment and a schedule of accounts. One document covers the pool. The schedule, almost always the data tape, names the accounts. This is a sale between companies. It is not a mortgage recording, and it is not a UCC filing on each consumer.

What the document does

Piece	Role on a charged-off sale
Seller	The company that owns the accounts on the effective date. The legal name should match the entity that can convey them.
Buyer	The company taking ownership. On a brokered sale, the broker is not automatically the buyer.
Account schedule	The tape, incorporated by reference. Account ID, balance used as face, and the product. The IDs must match the media index.
Consideration	The price. Usually a percent of the face column you defined, times the balances left after exclusions.
Effective date	When ownership moves. It is often the closing date, and it is not always the cut-off date. Those dates are defined separately.
Representations	The seller’s statements about the schedule: ownership, and that listed accounts were not known to be deceased, paid before cut-off, or settled.

The purchase agreement is the longer contract: price formula, exclusions, media delivery, confidentiality, and the warranty window. The bill of sale is the instrument that conveys the accounts once that contract is signed. The agreement section of the sale structure tool is where spot and forward-flow choices sit next to that contract. This page stays on the conveyance.

Where it sits in the chain

If the seller originated the accounts, this bill of sale is the first hop. If the seller bought them earlier, the new bill of sale is the next hop, and the buyer will ask for every earlier one. A missing hop is the usual reason a careful buyer pauses. Read chain of title before you circulate a resale file. Put the prior instruments in the media folder described on the media checklist.

Representations that show up in disputes

Paid-prior, deceased, and settled-prior claims are decided against the cut-off date, not against the day someone notices them. The bill of sale should say which date that is, and the tape should carry the flags you actually know. A warranty that runs about 90 days is the window this desk usually sees. The mechanics of a claim are on post-sale support. The three dates themselves are on cut-off, closing, and funding.

Write the representations to the facts you checked. “To the seller’s knowledge” is a different sentence from an unconditional statement that no account in the pool was ever bankrupt. Buyers price the difference.

Other contracts people confuse with this one

A placement agreement leaves ownership with the seller and hires a collector. A bill of sale moves ownership. A consumer payment plan is an arrangement with the person who owes the money. It is not this document. A forward-flow agreement can call for a bill of sale on each delivery. The flow grid does not replace the schedule.

Triton prepares the desk’s form with the parties and the schedule for a file it is closing. Send the snapshot first: portfolios@debtmarket.net or 561-254-6608.