Allocations; Payments to Seller. (a) So long as no amounts are allocable to the Series 1992-1 or the Series 1993-1 Certificates, as hereinafter described, all Collections, Adjustment Payments, any payment by the Seller pursuant to Section 2.03 of the Agreement, any Transfer Deposit Amount, any Insolvency Proceeds, any Termination Proceeds and any other amount received in connection with the Receivables by any party or Person (collectively, the "Series 1997-1 Collections") shall be allocated to the Series 1997-1 Certificates. (b) The Servicer shall (a) instruct the Trustee and the Trustee shall withdraw from the Collection Account and pay to the Seller on the dates set forth below the following amounts and (b) on each Distribution Date notify the Trustee of the applicable Class A Certificate Rate for the next succeeding Distribution Date; provided, that in so instructing the Trustee, the Servicer shall satisfy itself that funds on deposit in the Collection Account following any such payments will be sufficient to pay the Class A Monthly Interest, the Class B Monthly Interest, Class A Additional Interest, Optional Repayment Amount, Coverage Amount, Escrow Account Amount and Class A Monthly Principal on the next succeeding Distribution Date: (i) On each Deposit Date with respect to the Revolving Period, the Servicer shall instruct the Trustee in writing to withdraw from the Collection Account and pay to the Seller certain amounts on deposit in the Collection Account ("Available Collections"); provided, however, that no Early Amortization Event has occurred and no event or condition has occurred that with notice or the lapse of time or both would constitute an Early Amortization Event; provided, further, that in so instructing the Trustee, the Servicer shall satisfy itself that funds on deposit in the Collection Account following any such payment of Available Collections to the Seller will be sufficient to pay, on the next succeeding Distribution Date, the sum of (a) Class A Monthly Interest, any Class A Monthly Interest previously due but not paid and any Class A Additional Interest and (b) all accrued and unpaid fees, as specified in the Fee Letter, that are due on such Distribution Date; provided, further, if the report delivered pursuant to paragraphs 5 and 11 of the Escrow Deposit Agreement indicates that there will be a Prior Series Deficiency on such succeeding Distribution Date, Available Collections in an amount up to the full amount of such Prior Series Deficiency shall be retained in the Collection Account to pay the Prior Series Deficiency. During the Revolving Period, funds on deposit in the Collection Account following payments of Available Collections to the Seller should include the amounts, if any, specified in Section 5.01(a)(i), Breakage Costs, and amounts specified in Section 5.01(iii)(A) and (B) and during the Amortization Period, the amounts specified in Sections 5.01(b)(i), 5.01(b)(ii), 5.01(b)(iii)(B), 5.01(b)(iv) and 5.01(b)(v). On each Deposit Date on which Available Collections are paid to the Seller, the Seller shall be deemed to have represented and warranted to the Trustee and the Class A Certificateholders that no Early Amortization Event has occurred and no condition or event has occurred that with notice or the lapse of time or both would constitute an Early Amortization Event. (ii) On each Transfer Date, the Seller may use Available Collections to purchase Receivables pursuant to the Receivables Purchase Agreement. In connection with any such purchase of Receivables on a Transfer Date, the Seller is hereby deemed to represent to the Trust and the Trustee that: (A) No Early Amortization Event has occurred and no event or condition has occurred that with notice or the lapse of time or both would constitute an Early Amortization Event. (B) With respect to the Receivables purchased, the representations and warranties set forth in Section 2.04 of the Agreement are true and correct as of such Transfer Date. (iii) In allocating and distributing Collections on any Deposit Date pursuant to this Section 4.01(b), the Trustee conclusively may rely on the information and direction received from the Servicer delivered to it by the Servicer, and the Trustee shall not under any circumstance be required or obligated to verify the information set forth therein or to make inquiry of the Servicer as to the continued accuracy thereof. (c) On any Distribution Date, if amounts due to the Holders of the Series 1992-1 Certificates and Holders of the Series 1993-1 Certificates pursuant to the Series 1992-1 Supplement and the Series 1993-1 Supplement, respectively, exceed the amounts on deposit in the Escrow Account and available for distribution (a "Prior Series Deficiency"), the Trustee shall, prior to making any payments pursuant to Article V, withdraw funds from the Series 1997-1 Trustee's Account up to the amount of such Prior Series Deficiency and apply such amounts to the payment of such Prior Series Deficiency in the manner provided in the Series 1992-1 Supplement or Series 1993-1 Supplement, as applicable. If on any Distribution Date, amounts on deposit in the Series 1997-1 Trustee's Account are not sufficient to reduce any Prior Series Deficiency to zero, all such amounts will be allocated, first, to pay in full all outstanding amounts then owed to the Holders of the Series 1992-1 Certificates and Holders of the Series 1993-1 Certificates for all amounts due and owing under the Series 1992-1 Supplement and Series 1993-1 Supplement, respectively, and then shall be paid to the Holders of the Series 1997-1 Certificates as provided in Section 5.01 herein. (d) If, on any Distribution Date, there are no funds available in the Escrow Account to pay amounts then due and owing to the Holders of the Series 1992-1 and Holders of the Series 1993-1 Certificates, all amounts on deposit in the Series 1997-1 Trustee's Account will be allocated, first, to pay in full all outstanding amounts then owed to the Holders of the Series 1992-1 Certificates and the Holders of the Series 1993-1 Certificates for all amounts due and owing under the Series 1992-1 Supplement and Series 1993-1 Supplement, respectively, and then shall be paid to the Series 1997-1 Certificateholders as provided in Section 5.01 herein. (e) Notwithstanding any provision in this Series Supplement or the Agreement to the contrary, upon the occurrence of an Early Amortization Event or any event or condition that with notice or the lapse of time or both would constitute an Early Amortization Event and provided that all amounts due to the Holders of the Series 1992-1 Certificates and the Series 1993-1 Certificates have been paid in full in accordance with the terms of the Series 1992-1 Supplement and the Series 1993-1 Supplement, respectively, upon written notice delivered by the Program Agent to the Seller, the Servicer and the Trustee, the Program Agent, and not the Servicer, shall be authorized to direct the Trustee to make withdrawals and payments from the Collection Account and the Series 1997 Trustee's Account and to give directions to the Trustee to invest funds in Eligible Investments.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Federal Mogul Corp), Series Supplement (Federal Mogul Corp)
Allocations; Payments to Seller. (a) So long as no amounts are allocable Collections of Non-Principal Receivables and Principal Receivables, Miscellaneous Payments and Defaulted Amounts and unpaid Adjustment Payments allocated to the Series 19921995-1 or the Series 1993-1 Certificates, as hereinafter described, all Collections, Adjustment Payments, any payment by the Seller pursuant to Section 2.03 Article IV of the Agreement, any Transfer Deposit Amount, any Insolvency Proceeds, any Termination Proceeds and any other amount received in connection with the Receivables by any party or Person (collectively, the "Series 1997-1 Collections") Agreement shall be allocated to the Series 1997-1 Certificatesand distributed as set forth in this Article.
(b) The Servicer shall (a) instruct the Trustee and the Trustee shall Custodian to withdraw from the Collection Account and pay to the Seller on the dates set forth below the following amounts and (b) on each Distribution Date notify the Trustee of the applicable Class A Certificate Rate for the next succeeding Distribution Date; provided, that in so instructing the Trustee, the Servicer shall satisfy itself that funds on deposit in the Collection Account following any such payments will be sufficient to pay the Class A Monthly Interest, the Class B Monthly Interest, Class A Additional Interest, Optional Repayment Amount, Coverage Amount, Escrow Account Amount and Class A Monthly Principal on the next succeeding Distribution Dateamounts:
(i) On on each Deposit Date:
(A) an amount equal to the Excess Seller's Percentage of Allocable Non-Principal Collections deposited in the Collection Account on such Deposit Date; and
(B) an amount equal to the Excess Seller's Percentage of Allocable Principal Collections deposited in the Collection Account on such Deposit Date, if the Seller's Invested Amount (determined after giving effect to the transfer of any Principal Receivables to the Custodian on such Deposit Date) exceeds the Custodial Available Subordinated Amount for the immediately preceding Determination Date (after giving effect to the allocations, distributions, withdrawals and deposits to be made on the Distribution Date immediately following such Determination Date); and
(ii) on each Deposit Date with respect to the Revolving Period, an amount equal to the Available Seller's Principal Collections for such Deposit Date, if the Seller's Invested Amount (determined after giving effect to any Principal Receivables transferred to the Custodian on such Deposit Date) exceeds the Custodial Available Subordinated Amount for the immediately preceding Determination Date (after giving effect to the allocations, distributions, withdrawals and deposits to be made on the Distribution Date immediately following such Determination Date); provided, however, that Available Seller's Principal Collections shall be paid to the Seller with respect to any Collection Period only after an amount equal to the sum of (A) the Deficiency Amount, if any, relating to the immediately preceding Collection Period and (B) the excess, if any, of the Reserve Fund Required Amount over the amount in the Reserve Fund on the immediately preceding Distribution Date (after giving effect to the allocations of, distributions from, and deposits in, the Reserve Fund on such Distribution Date), has been deposited in the Collection Account for the account of Series 1995-1 Certificateholders from such Available Seller's Principal Collections. The withdrawals to be made from the Collection Account pursuant to this Section 4.1(b) do not apply to deposits into the Collection Account that do not represent Collections, including Miscellaneous Payments, payment of the purchase price for the Master Custodial Certificateholders' Interest pursuant to Section 2.03 of the Agreement, and proceeds from the sale, disposition or liquidation of Receivables pursuant to Section 12.02 of the Agreement.
(c) The Servicer shall instruct the Trustee in writing Custodian to withdraw from the Collection Account and pay to deposit into the Seller certain amounts Reserve Fund on deposit in the Collection Account ("Available Collections"); provided, however, that no Early Amortization Event has occurred and no event or condition has occurred that with notice or the lapse of time or both would constitute an Early Amortization Event; provided, further, that in so instructing the Trustee, the Servicer shall satisfy itself that funds on deposit in the Collection Account following any such payment of Available Collections to the Seller will be sufficient to pay, on the next succeeding Distribution Date, the sum of (a) Class A Monthly Interest, any Class A Monthly Interest previously due but not paid and any Class A Additional Interest and (b) all accrued and unpaid fees, as specified in the Fee Letter, that are due on such Distribution Date; provided, further, if the report delivered pursuant to paragraphs 5 and 11 of the Escrow Deposit Agreement indicates that there will be a Prior Series Deficiency on such succeeding Distribution Date, Available Collections in an amount up to the full amount of such Prior Series Deficiency shall be retained in the Collection Account to pay the Prior Series Deficiency. During the Revolving Period, funds on deposit in the Collection Account following payments of Available Collections to the Seller should include the amounts, if any, specified in Section 5.01(a)(i), Breakage Costs, and amounts specified in Section 5.01(iii)(A) and (B) and during the Amortization Period, the amounts specified in Sections 5.01(b)(i), 5.01(b)(ii), 5.01(b)(iii)(B), 5.01(b)(iv) and 5.01(b)(v). On each Deposit Date on which during the Revolving Period Available Seller's Principal Collections are paid to the Seller, the Seller shall be deemed to have represented and warranted to the Trustee and the Class A Certificateholders that no Early Amortization Event has occurred and no condition or event has occurred that with notice or the lapse of time or both would constitute an Early Amortization Event.
(ii) On each Transfer for such Deposit Date, the Seller may use Available Collections to purchase Receivables pursuant to the Receivables Purchase Agreement. In connection with any such purchase of Receivables on a Transfer Date, the Seller is hereby deemed to represent to the Trust and the Trustee that:
(A) No Early Amortization Event has occurred and no event or condition has occurred that with notice or the lapse of time or both would constitute an Early Amortization Event.
(B) With respect to the Receivables purchased, the representations and warranties set forth in Section 2.04 of the Agreement are true and correct as of such Transfer Date.
(iii) In allocating and distributing Collections on any Deposit Date pursuant to this Section 4.01(b), the Trustee conclusively may rely on the information and direction received from the Servicer delivered to it by the Servicer, and the Trustee shall not under any circumstance be required or obligated to verify the information set forth therein or to make inquiry of the Servicer as to the continued accuracy thereof.
(c) On any Distribution Date, if amounts due to the Holders of the Series 1992-1 Certificates and Holders of the Series 1993-1 Certificates pursuant to the Series 1992-1 Supplement and the Series 1993-1 Supplement, respectively, exceed the amounts on deposit in the Escrow Account and available for distribution (a "Prior Series Deficiency"), the Trustee shall, prior to making any payments pursuant to Article V, withdraw funds from the Series 1997-1 Trustee's Account up to the amount of such Prior Series Deficiency and apply such amounts the excess, if any, determined pursuant to Section 4.1(b)(ii)(B).
SECTION 4.2 Monthly Interest
(a) The amount of monthly interest ("Class A Monthly Interest") with respect to the payment of such Prior Series Deficiency in the manner provided in the Series 1992-1 Supplement or Series 1993-1 Supplement, as applicable. If Class A Certificate on any Distribution Date, amounts on deposit in the Series 1997-1 Trustee's Account are not sufficient to reduce any Prior Series Deficiency to zero, all such amounts will Date shall be allocated, first, to pay in full all outstanding amounts then owed an amount equal to the Holders product of (i) the Class A Certificate Rate for the related Interest Period, (ii) the outstanding principal balance of the Series 1992-1 Certificates and Holders Class A Certificate as of the Series 1993-1 Certificates for close of business on the preceding Distribution Date (after giving effect to all amounts due and owing under the Series 1992-1 Supplement and Series 1993-1 Supplement, respectively, and then shall be paid repayments of principal made to the Holders of the Series 1997-1 Certificates as provided in Section 5.01 herein.
(d) If, Class A Certificateholder on any such preceding Distribution Date, there are no funds available if any) and (iii) a fraction, the numerator of which is the actual number of days elapsed in the Escrow Account to pay amounts then due and owing to the Holders of the Series 1992-1 and Holders of the Series 1993-1 Certificates, all amounts on deposit in the Series 1997-1 Trustee's Account will be allocated, first, to pay in full all outstanding amounts then owed to the Holders of the Series 1992-1 Certificates such Interest Period and the Holders denominator of the Series 1993-1 Certificates for all amounts due and owing under the Series 1992-1 Supplement and Series 1993-1 Supplement, respectively, and then shall be paid to the Series 1997-1 Certificateholders as provided in Section 5.01 hereinwhich is 365.
(e) Notwithstanding any provision in this Series Supplement or the Agreement to the contrary, upon the occurrence of an Early Amortization Event or any event or condition that with notice or the lapse of time or both would constitute an Early Amortization Event and provided that all amounts due to the Holders of the Series 1992-1 Certificates and the Series 1993-1 Certificates have been paid in full in accordance with the terms of the Series 1992-1 Supplement and the Series 1993-1 Supplement, respectively, upon written notice delivered by the Program Agent to the Seller, the Servicer and the Trustee, the Program Agent, and not the Servicer, shall be authorized to direct the Trustee to make withdrawals and payments from the Collection Account and the Series 1997 Trustee's Account and to give directions to the Trustee to invest funds in Eligible Investments.
Appears in 1 contract
Samples: Master Custodial and Servicing Agreement (Chrysler Financial Corp)
Allocations; Payments to Seller. (a) So long as no amounts are allocable to the Series 1992-1 or the Series 1993-1 Certificates, as hereinafter described, all Collections, Adjustment Payments, any payment by the Seller pursuant Subject to Section 2.03 ------------------------------- 4.3(c) of the Agreement, any Transfer Deposit AmountCollections of Non-Principal Receivables and Principal Receivables, any Insolvency ProceedsMiscellaneous Payments and Defaulted Amounts, any Termination Proceeds and any other amount received in connection with the Receivables by any party or Person (collectivelyas they relate to Series [ ], the "Series 1997-1 Collections") shall be allocated to the Series 1997-1 Certificatesand distributed as set forth in this Article IV.
(b) The Servicer shall (a) instruct the Trustee and the Trustee shall to withdraw from the Collection Account and pay to the Seller on the dates set forth below the following amounts and (bto the extent, if any, that the Seller's Collections have been deposited into the Collection Account):
(i) on each Distribution Date notify Deposit Date:
(A) an amount equal to the Trustee of the applicable Class A Certificate Rate Excess Seller's Percentage for the next succeeding Distribution Date; provided, that in so instructing the Trustee, the Servicer shall satisfy itself that funds on deposit related Collection Period of Non-Principal Collections deposited in the Collection Account following for such Deposit Date; and
(B) an amount equal to the Excess Seller's Percentage for the related Collection Period of Principal Collections deposited in the Collection Account for such Deposit Date, if the Seller's Participation Amount (determined after giving effect to any Principal Receivables transferred to the Trust on such payments will Deposit Date) exceeds the Trust Available Subordinated Amount for the immediately preceding Determination Date (after giving effect to the allocations, distributions, withdrawals and deposits to be sufficient to pay the Class A Monthly Interest, the Class B Monthly Interest, Class A Additional Interest, Optional Repayment Amount, Coverage Amount, Escrow Account Amount and Class A Monthly Principal made on the next succeeding Distribution Date immediately following such Determination Date:); and
(iii) On on each Deposit Date with respect to the Revolving PeriodPeriod or the revolving period for any other Series of Investor Certificates, an amount equal to the Servicer shall instruct Available Seller's Principal Collections for such Deposit Date, if the Trustee in writing Seller's Participation Amount (determined after giving effect to withdraw any Principal Receivables transferred to the Trust on such Deposit Date) exceeds the Trust Available Subordinated Amount for the immediately preceding Determination Date (after giving effect to the allocations, distributions, withdrawals, and deposits to be made on the Distribution Date immediately following such Deposit Date). The withdrawals to be made from the Collection Account and pay to the Seller certain amounts on deposit in the Collection Account ("Available Collections"); provided, however, that no Early Amortization Event has occurred and no event or condition has occurred that with notice or the lapse of time or both would constitute an Early Amortization Event; provided, further, that in so instructing the Trustee, the Servicer shall satisfy itself that funds on deposit in the Collection Account following any such payment of Available Collections to the Seller will be sufficient to pay, on the next succeeding Distribution Date, the sum of (a) Class A Monthly Interest, any Class A Monthly Interest previously due but not paid and any Class A Additional Interest and (b) all accrued and unpaid fees, as specified in the Fee Letter, that are due on such Distribution Date; provided, further, if the report delivered pursuant to paragraphs 5 and 11 of the Escrow Deposit Agreement indicates that there will be a Prior Series Deficiency on such succeeding Distribution Date, Available Collections in an amount up to the full amount of such Prior Series Deficiency shall be retained in the Collection Account to pay the Prior Series Deficiency. During the Revolving Period, funds on deposit in the Collection Account following payments of Available Collections to the Seller should include the amounts, if any, specified in Section 5.01(a)(i), Breakage Costs, and amounts specified in Section 5.01(iii)(A) and (B) and during the Amortization Period, the amounts specified in Sections 5.01(b)(i), 5.01(b)(ii), 5.01(b)(iii)(B), 5.01(b)(iv) and 5.01(b)(v). On each Deposit Date on which Available Collections are paid to the Seller, the Seller shall be deemed to have represented and warranted to the Trustee and the Class A Certificateholders that no Early Amortization Event has occurred and no condition or event has occurred that with notice or the lapse of time or both would constitute an Early Amortization Event.
(ii) On each Transfer Date, the Seller may use Available Collections to purchase Receivables pursuant to the Receivables Purchase Agreement. In connection with any such purchase of Receivables on a Transfer Date, the Seller is hereby deemed to represent to the Trust and the Trustee that:
(A) No Early Amortization Event has occurred and no event or condition has occurred that with notice or the lapse of time or both would constitute an Early Amortization Event.
(B) With respect to the Receivables purchased, the representations and warranties set forth in Section 2.04 of the Agreement are true and correct as of such Transfer Date.
(iii) In allocating and distributing Collections on any Deposit Date pursuant to this Section 4.01(b)4.1(b) do not apply to deposits into the Collection Account that do not represent Collections, the Trustee conclusively may rely on the information and direction received from the Servicer delivered to it by the Servicerincluding Miscellaneous Payments, and the Trustee shall not under any circumstance be required or obligated to verify the information set forth therein or to make inquiry payment of the Servicer as purchase price for the Certificateholders' Interest pursuant to the continued accuracy thereof.
(c) On any Distribution Date, if amounts due to the Holders Section 2.3 of the Series 1992-1 Certificates and Holders Agreement, payment of the purchase price for the Series 1993-1 Certificates [ ] Certificateholders' Interest pursuant to the Series 1992-1 Supplement and the Series 1993-1 Supplement, respectively, exceed the amounts on deposit in the Escrow Account and available for distribution (a "Prior Series Deficiency"), the Trustee shall, prior to making any payments pursuant to Article V, withdraw funds from the Series 1997-1 Trustee's Account up to the amount Section 7.1 of such Prior Series Deficiency and apply such amounts to the payment of such Prior Series Deficiency in the manner provided in the Series 1992-1 Supplement or Series 1993-1 Supplement, as applicable. If on any Distribution Date, amounts on deposit in the Series 1997-1 Trustee's Account are not sufficient to reduce any Prior Series Deficiency to zero, all such amounts will be allocated, first, to pay in full all outstanding amounts then owed to the Holders of the Series 1992-1 Certificates and Holders of the Series 1993-1 Certificates for all amounts due and owing under the Series 1992-1 Supplement and Series 1993-1 Supplement, respectively, and then shall be paid to the Holders of the Series 1997-1 Certificates as provided in Section 5.01 herein.
(d) If, on any Distribution Date, there are no funds available in the Escrow Account to pay amounts then due and owing to the Holders of the Series 1992-1 and Holders of the Series 1993-1 Certificates, all amounts on deposit in the Series 1997-1 Trustee's Account will be allocated, first, to pay in full all outstanding amounts then owed to the Holders of the Series 1992-1 Certificates and the Holders of the Series 1993-1 Certificates for all amounts due and owing under the Series 1992-1 Supplement and Series 1993-1 Supplement, respectively, and then shall be paid to the Series 1997-1 Certificateholders as provided in Section 5.01 herein.
(e) Notwithstanding any provision in this Series Supplement and proceeds from the sale, disposition or the Agreement liquidation of Receivables pursuant to the contrary, upon the occurrence of an Early Amortization Event Section 9.2 or any event or condition that with notice or the lapse of time or both would constitute an Early Amortization Event and provided that all amounts due to the Holders 12.2 of the Series 1992-1 Certificates and the Series 1993-1 Certificates have been paid in full in accordance with the terms of the Series 1992-1 Supplement and the Series 1993-1 Supplement, respectively, upon written notice delivered by the Program Agent to the Seller, the Servicer and the Trustee, the Program Agent, and not the Servicer, shall be authorized to direct the Trustee to make withdrawals and payments from the Collection Account and the Series 1997 Trustee's Account and to give directions to the Trustee to invest funds in Eligible InvestmentsAgreement.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Deutsche Floorplan Receivables L P)
Allocations; Payments to Seller. (a) So long as no amounts are allocable to the Series 1992-1 or the Series 1993-1 Certificates, as hereinafter described, all Collections, Adjustment Payments, any payment by the Seller pursuant Subject to Section 2.03 4.3(c) of the Agreement, any Transfer Deposit AmountCollections of Non-Principal Receivables and Principal Receivables, any Insolvency ProceedsMiscellaneous Payments and Defaulted Amounts, any Termination Proceeds and any other amount received in connection with the Receivables by any party or Person (collectivelyas they relate to Series 1996-1, the "Series 1997-1 Collections") shall be allocated to the Series 1997-1 Certificatesand distributed as set forth in this Article IV.
(b) The Servicer shall (a) instruct the Trustee and the Trustee shall to withdraw from the Collection Account and pay to the Seller on the dates set forth below the following amounts and (bto the extent, if any, that the Seller's Collections have been deposited into the Collection Account):
(i) on each Distribution Date notify Deposit Date:
(A) an amount equal to the Trustee of the applicable Class A Certificate Rate Excess Seller's Percentage for the next succeeding Distribution Date; provided, that in so instructing the Trustee, the Servicer shall satisfy itself that funds on deposit related Collection Period of Non-Principal Collections deposited in the Collection Account following for such Deposit Date; and
(B) an amount equal to the Excess Seller's Percentage for the related Collection Period of Principal Collections deposited in the Collection Account for such Deposit Date, if the Seller's Participation Amount (determined after giving effect to any Principal Receivables transferred to the Trust on such payments will Deposit Date) exceeds the Trust Available Subordinated Amount for the immediately preceding Determination Date (after giving effect to the allocations, distributions, withdrawals and deposits to be sufficient to pay the Class A Monthly Interest, the Class B Monthly Interest, Class A Additional Interest, Optional Repayment Amount, Coverage Amount, Escrow Account Amount and Class A Monthly Principal made on the next succeeding Distribution Date immediately following such Determination Date:); and
(iii) On on each Deposit Date with respect to the Revolving PeriodPeriod or the revolving period for any other Series of Investor Certificates, an amount equal to the Servicer shall instruct Available Seller's Principal Collections for such Deposit Date, if the Trustee in writing Seller's Participation Amount (determined after giving effect to withdraw any Principal Receivables transferred to the Trust on such Deposit Date) exceeds the Trust Available Subordinated Amount for the immediately preceding Determination Date (after giving effect to the allocations, distributions, withdrawals, and deposits to be made on the Distribution Date immediately following such Deposit Date). The withdrawals to be made from the Collection Account and pay to the Seller certain amounts on deposit in the Collection Account ("Available Collections"); provided, however, that no Early Amortization Event has occurred and no event or condition has occurred that with notice or the lapse of time or both would constitute an Early Amortization Event; provided, further, that in so instructing the Trustee, the Servicer shall satisfy itself that funds on deposit in the Collection Account following any such payment of Available Collections to the Seller will be sufficient to pay, on the next succeeding Distribution Date, the sum of (a) Class A Monthly Interest, any Class A Monthly Interest previously due but not paid and any Class A Additional Interest and (b) all accrued and unpaid fees, as specified in the Fee Letter, that are due on such Distribution Date; provided, further, if the report delivered pursuant to paragraphs 5 and 11 of the Escrow Deposit Agreement indicates that there will be a Prior Series Deficiency on such succeeding Distribution Date, Available Collections in an amount up to the full amount of such Prior Series Deficiency shall be retained in the Collection Account to pay the Prior Series Deficiency. During the Revolving Period, funds on deposit in the Collection Account following payments of Available Collections to the Seller should include the amounts, if any, specified in Section 5.01(a)(i), Breakage Costs, and amounts specified in Section 5.01(iii)(A) and (B) and during the Amortization Period, the amounts specified in Sections 5.01(b)(i), 5.01(b)(ii), 5.01(b)(iii)(B), 5.01(b)(iv) and 5.01(b)(v). On each Deposit Date on which Available Collections are paid to the Seller, the Seller shall be deemed to have represented and warranted to the Trustee and the Class A Certificateholders that no Early Amortization Event has occurred and no condition or event has occurred that with notice or the lapse of time or both would constitute an Early Amortization Event.
(ii) On each Transfer Date, the Seller may use Available Collections to purchase Receivables pursuant to the Receivables Purchase Agreement. In connection with any such purchase of Receivables on a Transfer Date, the Seller is hereby deemed to represent to the Trust and the Trustee that:
(A) No Early Amortization Event has occurred and no event or condition has occurred that with notice or the lapse of time or both would constitute an Early Amortization Event.
(B) With respect to the Receivables purchased, the representations and warranties set forth in Section 2.04 of the Agreement are true and correct as of such Transfer Date.
(iii) In allocating and distributing Collections on any Deposit Date pursuant to this Section 4.01(b)4.1(b) do not apply to deposits into the Collection Account that do not represent Collections, the Trustee conclusively may rely on the information and direction received from the Servicer delivered to it by the Servicerincluding Miscellaneous Payments, and the Trustee shall not under any circumstance be required or obligated to verify the information set forth therein or to make inquiry payment of the Servicer as purchase price for the Certificateholders' Interest pursuant to the continued accuracy thereof.
(c) On any Distribution Date, if amounts due to the Holders Section 2.3 of the Agreement, payment of the purchase price for the Series 19921996-1 Certificates and Holders of the Series 1993-1 Certificates Certificateholders' Interest pursuant to the Series 1992-1 Supplement and the Series 1993-1 Supplement, respectively, exceed the amounts on deposit in the Escrow Account and available for distribution (a "Prior Series Deficiency"), the Trustee shall, prior to making any payments pursuant to Article V, withdraw funds from the Series 1997-1 Trustee's Account up to the amount Section 7.1 of such Prior Series Deficiency and apply such amounts to the payment of such Prior Series Deficiency in the manner provided in the Series 1992-1 Supplement or Series 1993-1 Supplement, as applicable. If on any Distribution Date, amounts on deposit in the Series 1997-1 Trustee's Account are not sufficient to reduce any Prior Series Deficiency to zero, all such amounts will be allocated, first, to pay in full all outstanding amounts then owed to the Holders of the Series 1992-1 Certificates and Holders of the Series 1993-1 Certificates for all amounts due and owing under the Series 1992-1 Supplement and Series 1993-1 Supplement, respectively, and then shall be paid to the Holders of the Series 1997-1 Certificates as provided in Section 5.01 herein.
(d) If, on any Distribution Date, there are no funds available in the Escrow Account to pay amounts then due and owing to the Holders of the Series 1992-1 and Holders of the Series 1993-1 Certificates, all amounts on deposit in the Series 1997-1 Trustee's Account will be allocated, first, to pay in full all outstanding amounts then owed to the Holders of the Series 1992-1 Certificates and the Holders of the Series 1993-1 Certificates for all amounts due and owing under the Series 1992-1 Supplement and Series 1993-1 Supplement, respectively, and then shall be paid to the Series 1997-1 Certificateholders as provided in Section 5.01 herein.
(e) Notwithstanding any provision in this Series Supplement and proceeds from the sale, disposition or the Agreement liquidation of Receivables pursuant to the contrary, upon the occurrence of an Early Amortization Event Section 9.2 or any event or condition that with notice or the lapse of time or both would constitute an Early Amortization Event and provided that all amounts due to the Holders 12.2 of the Series 1992-1 Certificates and the Series 1993-1 Certificates have been paid in full in accordance with the terms of the Series 1992-1 Supplement and the Series 1993-1 Supplement, respectively, upon written notice delivered by the Program Agent to the Seller, the Servicer and the Trustee, the Program Agent, and not the Servicer, shall be authorized to direct the Trustee to make withdrawals and payments from the Collection Account and the Series 1997 Trustee's Account and to give directions to the Trustee to invest funds in Eligible InvestmentsAgreement.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Deutsche Floorplan Receivables L P)