CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE Sample Clauses

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE. SECTION 3.1 Initial Contribution of Receivables and Initial Purchase Price Payment 5 SECTION 3.2 Subsequent Purchase Price Payments 6 SECTION 3.3 Settlement as to Specific Receivables and Dilution 7 SECTION 4.1 Conditions Precedent to Initial Purchase 8 SECTION 4.2 Certification as to Representations and Warranties 10 SECTION 4.3 Additional Originators 10

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE. 5 ARTICLE IV CONDITIONS OF PURCHASES; ADDITIONAL ORIGINATORS; REMOVAL OF ORIGINATORS 10 ARTICLE V REPRESENTATIONS AND WARRANTIES OF THE ORIGINATORS ARTICLE VI COVENANTS OF THE ORIGINATORS ARTICLE VII ADDITIONAL RIGHTS AND OBLIGATIONS IN RESPECT OF RECEIVABLES 29 ARTICLE VIII PURCHASE AND CONTRIBUTION TERMINATION EVENTS 30 ARTICLE IX INDEMNIFICATION 31 ARTICLE X MISCELLANEOUS 34 SCHEDULES

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE. SECTION 3.1 Initial Contribution of Receivables and Initial Purchase Price Payment. (a) On the Closing Date, NuStar Logistics shall, and hereby does, contribute to the capital of the Buyer Receivables and Related Rights consisting of each Receivable of NuStar Logistics that exists and is owing to NuStar Logistics on the Closing Date beginning with the oldest of such Receivables and continuing chronologically thereafter such that the equity (taking into account any cash contributions made on or prior to the Closing Date) held by NuStar Logistics in the Buyer, after giving effect to such contribution of Receivables (the value of which shall be determined based on the Purchase Price definition), shall be at least equal to the Required Capital Amount. Each Receivable contributed by NuStar Logistics to the capital of the Buyer pursuant to this Section 3.1(a) and Section 3.2 below is herein referred to as a “Contributed Receivable”. (b) On the terms and subject to the conditions set forth in this Agreement, the Buyer agrees to pay to each Originator the Purchase Price for the purchase to be made from such 708335522 13436693 Originator on the Closing Date (x) to the extent the Buyer has cash available therefor, partially in cash (in an amount to be agreed between the Buyer and such Originator and set forth in the initial Purchase Report) and, solely in the case of NuStar Logistics if elected by NuStar Logistics in its sole discretion, by accepting a contribution to the Buyer’s capital and (y) the remainder by issuing a promissory note in the form of Exhibit B to such Originator (each such promissory note, as it may be amended, supplemented, endorsed or otherwise modified from time to time, together with all promissory notes issued from time to time in substitution therefor or renewal thereof in accordance with the Transaction Documents, each being herein called a “Subordinated Note”) with an initial principal amount equal to the remaining Purchase Price payable to such Originator not paid in cash or, in the case of NuStar Logistics, contributed to the Buyer’s capital.

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE. SECTION 3.1 Initial Contribution of Receivables and Initial Purchase Price Payment 4 SECTION 3.2 Subsequent Purchase Price Payments 4 SECTION 3.3 Letters of Credit 5 SECTION 3.4 Settlement as to Specific Receivables and Dilution 6 SECTION 3.5 Reconveyance of Receivables 7 SECTION 4.1 Conditions Precedent to Initial Purchase 7 SECTION 4.2 Certification as to Representations and Warranties 8 SECTION 4.3 Additional Originators 8 SECTION 5.1 Existence and Power 9 SECTION 5.2 Company and Governmental Authorization, Contravention 9 SECTION 5.3 Binding Effect of Agreement 9 SECTION 5.4 Accuracy of Information 9 SECTION 5.5 Actions, Suits 9 SECTION 5.6 No Material Adverse Effect 9 SECTION 5.7 Names and Location 10 SECTION 5.8 Margin Stock 10 SECTION 5.9 Eligible Receivables 10 SECTION 5.10 Credit and Collection Policy 10 SECTION 5.11 Investment Company Act 10 SECTION 5.12 No Sanctions 10 SECTION 5.13 Financial Condition 10 SECTION 5.14 Tax Status 10 SECTION 5.15 ERISA 10 SECTION 5.16 Bulk Sales 11 SECTION 5.17 No Fraudulent Conveyance 11 SECTION 5.18 Ordinary Course of Business 11 SECTION 5.19 Perfection; Good Title 11 SECTION 5.20 Reliance on Separate Legal Identity 11 SECTION 5.21 Bankruptcy Opinion 11 SECTION 5.22 Enforceability of Contracts 12 SECTION 5.23 Nature of Pool Receivables 12 SECTION 5.24 Reaffirmation of Representations and Warranties by each Originator 12 SECTION 6.1 Covenants 12 SECTION 6.2 Separateness Covenants 15

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE. SECTION 3.1. Initial Contribution of Receivables and Initial Purchase Price Payment....................................................................................................... 6 SECTION 3.2. Subsequent Purchase Price Payments ......................................................... 6 SECTION 3.3. Settlement as to Specific Receivables and Dilution ................................... 7 ARTICLE IV

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE. SECTION 3.1 Initial Contribution of Receivables and Initial Purchase Price Payment 5 SECTION 3.2 Subsequent Purchase Price Payments 6 SECTION 3.3 Settlement as to Specific Receivables and Dilution 7 SECTION 4.1 Conditions Precedent to Initial Purchase 8 SECTION 4.2 Certification as to Representations and Warranties 9 SECTION 4.3 Additional Originators 10 SECTION 5.1 Representations and Warranties 10 SECTION 5.2 Reaffirmation of Representations and Warranties by each Originator 16 SECTION 6.1 Covenants 16 SECTION 6.2 Separateness Covenants 23 SECTION 7.1 Rights of the Buyer 24 SECTION 7.2 Responsibilities of the Originators 24 SECTION 7.3 Further Action Evidencing Purchases 25 SECTION 7.4 Application of Collections 25 SECTION 7.5 Performance of Obligations 26 SECTION 8.1 Purchase and Sale Termination Events 26 SECTION 8.2 Remedies 27 SECTION 9.1 Indemnities by Originators 27

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE. 5 SECTION 3.2 Subsequent Purchase Price Payments 6 SECTION 3.3 Settlement as to Specific Receivables and Dilution 7

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE