A plain-language summary of the Claim Assignment and Recovery Agreement under which the firm engages on a recovery file. Provided for orientation before execution. The executed instrument prevails over any text on this page.
The merchant entity (the Assignor) and J. van Huuksloot Asset Management B.V. (the Assignee). The Assignee acts in its own name and on its own account; it does not act as agent of the Assignor.
All accrued claims of the Assignor against the named regulated counterparty (PSP, EMI, payment institution, credit institution, bank or acquirer) in respect of the underlying merchant services agreement, scheme passthrough mechanics, contested deductions, withheld settlement balances, retained reserves, programme fines, chargeback assessments, refund pass-through liability, and related heads. The defined perimeter is set out in a schedule.
Legal title to the assigned claims passes to the Assignee on the operative date. The Assignee may pursue the claims in its own name. A separate counterparty-facing Notice of Assignment is served on the regulated counterparty.
The Assignee funds all Legal Costs in the first instance. The Assignor contributes no funds. Legal Costs are recovered from the Assignor's share of recovered amounts only after cumulative recoveries reach 2× cumulative Legal Costs paid by the Assignee. Below the threshold, recoveries are split without deduction.
Default 50/50 on the net Recovered Amount. The split is calibrated on a continuous scale between 75/25 in the Assignor's favour and 75/25 in the Assignee's favour, set under the Complexity Threshold Assessment completed within 30 calendar days of execution. The calibrated split is communicated in writing and is final on written communication. The split does not move during the recovery.
The Assignee has full discretion over the conduct of the recovery — including the timing and terms of formal demand, supervisory engagement, proceedings and settlement. The Assignor's role is the documentary record and operational cooperation. The Assignee consults the Assignor on any settlement proposal materially below the documented anchor position established in the initial review.
The existence of the engagement, the conduct of the recovery, strategic positioning and the documentary record are subject to mutual confidentiality. Public disclosure requires prior written consent of both parties.
The engagement runs for the recovery period. The Assignor may terminate during the recovery period only with the Assignee's prior written consent, not unreasonably withheld where underlying business circumstances have materially changed. The Assignee may terminate on 30 days' written notice and accounts to the Assignor for any Recovered Amount received but not yet distributed. Where the Assignee determines in good faith that further recovery is not commercially viable, that determination is communicated in writing and the engagement concludes; no further Legal Costs are then incurred at the Assignor's risk.
Any payment received by the Assignor from the counterparty after the Notice of Assignment is held on trust for the Assignee and remitted within five (5) business days.
After the Notice of Assignment, all substantive communication with the counterparty is conducted through the Assignee. Direct communications received by the Assignor are forwarded promptly and unanswered.
The Assignor represents that it owns the claims free of prior assignment, that it has authority to assign, that no settlement, release or compromise has been agreed with the counterparty, and that the documentary record provided is materially accurate.
The CARA is governed by Dutch law. The CARA is executed via eIDAS-compliant qualified electronic signature platforms (Scrive or DocuSign) under Regulation (EU) No 910/2014. Disputes arising from the CARA are subject to the exclusive jurisdiction of the District Court of Amsterdam. Recovery activity against the counterparty itself is conducted in the forum prescribed by the underlying merchant services agreement.