AMOUNTS AND TERMS OF THE PURCHASE   1 Sample Clauses

AMOUNTS AND TERMS OF THE PURCHASE   1. Section 1.1 Initial Contribution of Receivables 1 Section 1.2 Purchase of Receivables 1 Section 1.3 Payment for the Purchases 2 Section 1.4 Purchase Price Credit Adjustments 3 Section 1.5 Payments and Computations, Etc 4 Section 1.6 License of Software 4 Section 1.7 Characterization 5 ARTICLE 2 REPRESENTATIONS AND WARRANTIES 5 Section 2.1 Representations and Warranties of Originator 5 Section 2.2 Representations and Warranties of Originator Concerning the Receivables 8 ARTICLE 3 CONDITIONS OF PURCHASE 9 Section 3.1 Conditions Precedent to Purchase 9 Section 3.2 Conditions Precedent to Subsequent Payments 10 ARTICLE 4 COVENANTS 10 Section 4.1 Covenants of Originator 10 Section 4.2 Negative Covenants of Originator 14 ARTICLE 5 TERMINATION EVENTS 16 Section 5.1 Termination Events 16 Section 5.2 Remedies 17 ARTICLE 6 INDEMNIFICATION 17 Section 6.1 Indemnities by Originator 17 Section 6.2 Other Costs and Expenses 19 ARTICLE 7 MISCELLANEOUS 19 Section 7.1 Waivers and Amendments 19 Section 7.2 Notices 19 Section 7.3 Protection of Ownership Interests of Buyer 19 Section 7.4 Confidentiality 20 Section 7.5 Bankruptcy Petition 21 Section 7.6 Limitation of Liability 21 Section 7.7 CHOICE OF LAW 21 Section 7.8 CONSENT TO JURISDICTION 21 Section 7.9 WAIVER OF JURY TRIAL 21 Section 7.10 Integration; Binding Effect; Survival of Terms 22 Section 7.11 Counterparts; Severability; Section References 22 Exhibits and Schedules Exhibit I — Definitions Exhibit II — Principal Place of Business; Location(s) of Records; Federal Employer Identification Number; Other Names Exhibit III — Lock-Boxes; Collection Accounts; Collection Banks Exhibit IV — Form of Compliance Certificate Exhibit V — Copy of Credit and Collection Policy Exhibit VI — Form of Subordinated Note Exhibit VII — Form of Purchase Report Exhibit VIII — Pending or Threatened Actions, Suits, Investigations or Proceedings Schedule A List of Documents to be Delivered to Buyer Prior to the Purchases RECEIVABLES SALE AGREEMENT THIS RECEIVABLES SALE AGREEMENT, dated as of July 10, 2003, is by and between AmerisourceBergen Drug Corporation, a Delaware corporation (“Originator”), and Amerisource Receivables Financial Corporation, a Delaware corporation (“Buyer”). Unless defined elsewhere herein, capitalized terms used in this Agreement shall have the meanings assigned to such terms in Exhibit I hereto (or, if not defined in Exhibit I hereto, the meaning assigned to such term in Exhibit I to the Purchase Agreement).

AMOUNTS AND TERMS OF THE PURCHASE   1. Section 1.1 Initial Contribution of Receivables 1 Section 1.2 Purchase of Receivables 1 Section 1.3 Payment for the Purchase 2