Cash Flows. (a) Subject to Section 7.01(b) of the Titling Trust Agreement and Sections 12.04 and 12.05 hereof, and except as otherwise provided herein, in any SUBI Supplement or in any related SUBI Servicing Supplement, the Servicer or Titling Trustee shall deposit as described in Section 7.01(b) of the Titling Trust Agreement all collections and proceeds received by the Servicer with respect to any Contract or Leased Vehicle, whether from regular periodic payments by obligors under a Contract sent to a Servicer lock box or from any other payments from such obligors or any other Persons received in any other way by the Servicer. All such collections and proceeds shall be identified by the Servicer as related either to (i) Contracts and Leased Vehicles in a particular SUBI Portfolio or (ii) Contracts and Leased Vehicles remaining as part of the UTI Portfolio and shall be deposited by the Servicer into the appropriate SUBI Collection Account to the extent they relate to any SUBI Portfolio and into the UTI Collection Account (or simply paid to the UTI Beneficiary by the Servicer if the UTI Beneficiary and the Servicer are not the same person) to the extent they relate to the UTI Portfolio.
(b) Except as provided in Sections 12.01, 12.04 and 12.05 of this UTI Supplement, or as provided in any SUBI Supplement or related SUBI Servicing Supplement, the Titling Trustee shall, at the direction of the Servicer, make, or cause to be made, the following payments and transfers on each Distribution Date in the following order and priority: (i) to or on behalf of the Servicer, all Servicer Expenses incurred during the related Collection Period, together with any unreimbursed Servicer Expenses incurred in one or more prior Collection Periods; (ii) to or on behalf of the Servicer, all Servicing Fees incurred during the related Collection Period, together with any unpaid Servicing Fees incurred in one or more prior Collection Periods; (iii) to or on behalf of the Person to whom due, all Titling Trust Expenses incurred during the related Collection Period, together with any unpaid Titling Trust Expenses incurred in one or more prior Collection Periods; and (iv) to or upon the direction of the UTI Beneficiary, any remaining funds therein.
(c) Except as provided in Sections 12.04 and 12.05 of this UTI Supplement, or as provided in any SUBI Supplement or related SUBI Servicing Supplement, the Titling Trustee shall, at the direction of the Servicer, make, or cause to be made (or permit the ...
Cash Flows. InnoEnergy shall support the Project Partners in the pursuit of the Project objectives with financial support as set forth in this Section 6.
Cash Flows. The Borrower shall deliver, as soon as available and in any event not later than Monday of each week, a 13-week rolling cash flow forecast, which forecast shall (i) detail projected cash receipts and cash disbursements on a weekly basis for the current week and the next 12 weeks, (ii) set forth in comparative form the actual cash receipts and cash disbursements for the prior week and the variance from the projections for such prior week and (iii) otherwise be in form and detail reasonably satisfactory to the Administrative Agent.
Cash Flows. The “Cash Flows” taken into account in determining the Internal Rate of Return with respect to a per Class B Unit shall consist solely of (A) the sum of (x) the amount of the Effective Date Capital Contribution per Class B Unit made by the applicable Class B Member in exchange for such Class B Unit on the Effective Date, (y) any additional Capital Contributions made by such Class B Member pursuant to Section 4.04 in respect of such Class B Unit, and (z) all distributions to the applicable Class B Member, including distributions in respect of such Class B Unit pursuant to the proviso set forth in Section 5.01(d) (provided that, for the avoidance of doubt, “Cash Flows” shall not include any payments or reimbursements made to or for the account of the Class B Members or their Affiliates for expense reimbursements pursuant to Section 8.01 of the Purchase Agreement). Any amount received by the Class B Members that is in the nature of a recovery or replacement of, or indemnity or compensation for, and is the substantial economic equivalent of, an item that would otherwise be taken into account in the foregoing clauses (x), (y), or (z) (which for the avoidance of doubt, will not include any recovery or replacement of, or indemnity or compensation for, actual out-of-pocket losses, costs, or expenses of the Class B Members) will be deemed received for purposes of the calculation of the Internal Rate of Return on the date so received by such Class B Member (or its nominee).
Cash Flows. The “Cash Flows” taken into account in determining the Internal Rate of Return will consist solely of (A) the Capital Contributions made by the Class B Member for the Class B Membership Interests on the Closing Date and the Capital Contributions required to be made pursuant to Section 4.3, which for purposes of determining Cash Flows to calculate Internal Rate of Return will be deemed to have been made in all circumstances in accordance with Section 4.3, (B) out-of-pocket costs and expenses paid or incurred by the Class B Member in connection with any event that is the subject of a Direct Claim that the Class A Member is required to pay, including amounts relating to the enforcement of such Direct Claim or the defense of any third party claim against the Class B Member, (C) distributions to the Class B Member made on any (1) Distribution Date pursuant to Section 6.1 or (2) date of distribution of liquidation proceeds pursuant to Section 10.2(e) (or to be made on the Distribution Date or date of distribution of liquidation proceeds as of which the Internal Rate of Return is being determined), (D) subject to the proviso contained in the last sentence hereof, indemnity payments and cost and expense reimbursements received by a Class B Member from the Company or the Class A Member and (E) the Grossed-Up PTC Amount based on the PTCs received by the Class B Member determined in accordance with subsection (iii) of this Section 7.11(c) to be received on any Estimated Tax Payment Date. Any amount received by the Class B Member which is in the nature of a recovery or replacement of, or indemnity or compensation for, and is the substantial economic equivalent of an item which would otherwise be taken into account in the foregoing clauses (A) through (E) will be deemed received for purposes of the calculation of the Internal Rate of Return on the date so received by such Class B Member; provided, however that, any payments received pursuant to Article XI for lost depreciation deductions, other deductions and losses and credits other than PTCs shall not be taken into account for purposes of calculating the Internal Rate of Return in accordance with this Section 7.11(c)(ii).
Cash Flows. The “Cash Flows” taken into account in determining the Internal Rate of Return with respect to a Class B Unit shall consist solely of the sum of (x) the amount of the Capital Contribution per Class B Unit made (or deemed to be made) by the applicable Class B Member (or its predecessor in respect of such Class B Unit) on the Effective Date, Initial Closing Date, or, the Additional Closing Date, as applicable, in exchange for such Class B Unit on the Effective Date, Initial Closing Date, or, the Additional Closing Date, as applicable, (y) any additional Capital Contributions made by such Class B Member (or its predecessor in respect of such Class B Unit) pursuant to Section 4.04 in respect of such Class B Unit, and (z) all distributions paid by the Company to the applicable Class B Member (or its predecessor in respect of such Class B Unit), including (A) all distributions paid in respect of such Class B Unit pursuant to Section 5.01, Section 5.02, and Section 12.02 (including pursuant to the proviso set forth in Section 5.01(e)), (B) the amount of APA/CA Indemnity Payments paid to Class B Members pursuant to Section 6.04, and (C) amounts withheld from distributions pursuant to Section 5.05; provided, however, that in no event shall amounts paid to NEP Member pursuant to Section 5.06 be taken into account, or included as distributions, paid to NEP Member or any other NEP Class B Party. Any amount received by the Class B Members (or their predecessors in respect of Class B Units) that is in the nature of a recovery or replacement of, or indemnity or compensation for, and is the substantial economic equivalent of, an item that would otherwise be taken into account in the foregoing clauses (x), (y), or (z) (which for the avoidance of doubt, will not include any APA/CA Indemnity Payments or any recovery or replacement of, or indemnity or compensation for, actual, documented, out-of-pocket losses, costs, or expenses of the Class B Members) will be deemed received for purposes of the calculation of the Internal Rate of Return on the date so received by such Class B Member (or its predecessor or nominee).
Cash Flows. (a) Subject to Section 4.3(b) below, the Cash Manager is hereby authorized to collect, receive and hold the following amounts for and on behalf of the Guarantor and the Bond Trustee:
(i) all Revenue Receipts;
(ii) all Principal Receipts;
(iii) all Cash Capital Contributions;
(iv) all amounts received by the Guarantor pursuant to the Interest Rate Swap Agreement; and any other amounts whatsoever received by or on behalf of the Guarantor after the date hereof (including, without limitation, the proceeds of any Advances made to the Guarantor under the Intercompany Loan where such proceeds have not been applied to acquire Loans and their Related Security, fund Additional Advances in respect of Loans sold by the Seller to the Guarantor, invest in Substitution Assets or make a Capital Distribution pursuant to the terms of the Guarantor Agreement).
(b) The Cash Manager will cause all transfers, payments and/or withdrawals, as applicable, of amounts held by the Cash Manager for and on behalf of the Guarantor and the Bond Trustee and amounts standing to the credit of the Transaction Account (or, as applicable, the Stand-By Transaction Account) and the GDA Account (or, as applicable, the Stand-By GDA Account) to be made in accordance with the provisions of this Agreement and any other Transaction Documents.
(c) The Cash Manager will procure that:
(i) amounts received by the Guarantor under the Interest Rate Swap are promptly paid into the GDA Account (or, as applicable, the Stand-By GDA Account); and
(ii) amounts payable by the Guarantor under the Interest Rate Swap are promptly paid from the GDA Account (or, as applicable, the Stand-By GDA Account).
(d) The Cash Manager will procure that all interest earned on the Guarantor Accounts and all investment proceeds from any Substitution Assets purchased from amounts standing to the credit of the GDA Account (or, as applicable, the Stand-By GDA Account), are promptly credited to the GDA Account (or, as applicable, the Stand-By GDA Account).
(e) The Cash Manager will procure that the proceeds of each Advance under the Intercompany Loan are applied in accordance with the Intercompany Loan Agreement and any other Transaction Documents.
(f) Each of the payments into the GDA Account (or, as applicable, the Stand-By GDA Account) will be made forthwith upon receipt by the Guarantor (or the Cash Manager on its behalf) of the amount in question.
(g) For the avoidance of doubt, as soon as reasonably practicable after becoming awar...
Cash Flows. The “Cash Flows” taken into account in determining the Internal Rate of Return will consist solely of (A) the aggregate Effective Date Capital Contributions made by the Class B Members in exchange for the Class B Units on the Effective Date and any additional Capital Contributions made by the Class B Member pursuant to Section 4.04 and (B) distributions to the Class B Members. Any amount received by the Class B Members that is in the nature of a recovery or replacement of, or indemnity or compensation for, and is the substantial economic equivalent of, an item that would otherwise be taken into account in the foregoing clauses (A) and (B) (which for the avoidance of doubt, will not include any recovery, or replacement of, or indemnity or compensation for, actual out-of-pocket losses, costs or expenses of the Class B Members) will be deemed received for purposes of the calculation of the Internal Rate of Return on the date so received by such Class B Member (or its nominee).
Cash Flows. (a) The Adviser shall have the right at any time to increase or decrease the allocation of the Series to the Sub-Adviser in accordance with this Section 4, if the Adviser deems such increase or decrease appropriate.
(b) The parties to this Agreement acknowledge that the composition of the assets in the Series will fluctuate on a regular basis due to inflows and outflows resulting from purchases or redemptions made by the Series’ investors (“Cash Flows”). A final position of the assets in the Series taking account of the Cash Flows (“Final Asset Position”) will be calculated by the Adviser or its agents at regular intervals before the date on which Cash Flows are made (the “Value Date”).
(c) Subject to sub-section d of this section 4, the Adviser agrees that the Sub-Adviser shall only make investment decisions or execute trades on the basis of Final Asset Positions as communicated by the Adviser in accordance with sub-section b of this section 4, unless otherwise requested by the Adviser.
(d) To the extent the Adviser (i) communicates preliminary asset positions which are expected to result from future Cash Flows (“Preliminary Asset Positions”) and (ii) instructs the Sub-Adviser to invest on the basis of such Preliminary Asset Positions, the Adviser shall be liable for any overdraft charges, trading costs, buy-in fees or any other costs associated with settlement failures as a result of discrepancies between the Preliminary Asset Positions and the Final Asset Positions.
(e) The Adviser agrees to inform the Sub-Advisor promptly of any event which will or may have a material impact on the short-term liquidity of the Series upon which parties shall coordinate further steps to be taken to resolve any possible overdraft or shortage in liquidity.
Cash Flows. For purposes of determining the Internal Rate of Return, the cash flows to be taken into account with respect to each Class A Unit (the “Cash Flows”) shall consist solely of, without duplication, (i) the Capital Contributions with respect to such Class A Unit, (ii) pro rata distributions made with respect to such Class A Units pursuant to Section 5.02(b) on any Distribution Date or Liquidation Date, distributions made pursuant to Section 5.02(d) and 5.02(f), any tax distributions made to Class A Members that are separately identified as tax distributions, and distributions to be made with respect to such Class A Unit pursuant to Section 12.02(a)(vi) on the Liquidation Date to the extent such Liquidation Date distributions are attributable to pro rata allocations pursuant to Section 12.02(a)(v)(C) (or to be made on the Distribution Date or Liquidation Date as of which the Internal Rate of Return is being determined), and (iii) the net Tax Costs or Tax Benefits determined in accordance with Section 5.06(b)(iv) to be paid or received with respect to such Class A Unit on any Tax Payment Date. Any amount received by holders of Class A Units, which is in the nature of a recovery or replacement of, or indemnity or compensation for, and is the substantial economic equivalent of, an item which would otherwise be taken into account in the preceding clauses (i)–(iii) of this Section 5.06(b)(iii) (including, without limitation, the deemed recognition of PTCs pursuant to Section 6.06(d), amounts paid or distributed to the Class A Members pursuant to Section 9.03, the Sponsor Guaranty or Article 12) shall be taken into account for purposes of the calculation of the Internal Rate of Return on the date so received by such holders.
