Deposits to the Collection Account. In addition to the interim deposits of funds from the Concentration Accounts in accordance with Section 5.11(f)(vi), and the Lease Obligations Accounts in accordance with Section 5.11(i), the Manager (or with respect to deposits in connection with an Interest Reserve Release Event, the Trustee at the direction of the Master Issuer) shall also deposit or cause to be deposited to the Collection Account the following amounts, in each case promptly after receipt (unless otherwise specified below): (i) on or before 4:00 p.m. (Eastern time) on the Business Day prior to the Interim Allocation Date with respect to the Interim Collection Period ended on the 13th day of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Securitized Corporate-Owned Store Profits Amount with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Securitized Corporate-Owned Store Profits True-up Amount, in each case from amounts on deposit in the Securitized Corporate-Owned Store Accounts in excess of the Securitized Corporate-Owned Store Working Capital Reserve Amount; (ii) on or before 4:00 p.m. (Eastern time) on the Business Day prior to the Interim Allocation Date with respect to the Interim Collection Period ended on the 13th of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Equipment Distribution Profits Amounts with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Equipment Distribution Profits True-up Amount, in each case from amounts on deposit in the Equipment Distributor Operating Accounts in excess of the Equipment Distributor Working Capital Reserve Amount; (iii) Indemnification Amounts within two (2) Business Days following either (i) the receipt by the Manager of such amounts if Planet Fitness Holdings is not the Manager or (ii) if Planet Fitness Holdings is the Manager, the date such amounts become payable by the related Indemnitor under the Management Agreement or any other Related Document, in each case, if such Indemnification Amounts are required to be so paid; (iv) Insurance/Condemnation Proceeds remaining in the Insurance Proceeds Account on the immediately succeeding Business Day following the expiration of the Casualty Reinvestment Period and Insurance/Condemnation Proceeds where the applicable Securitization Entity elects not to reinvest such amounts promptly upon the later of such election and receipt of such Insurance/Condemnation Proceeds; (v) Asset Disposition Proceeds remaining in the Asset Disposition Proceeds Account on the immediately succeeding Business Day following the expiration of the Asset Disposition Reinvestment Period and Asset Disposition Proceeds where the applicable Securitization Entity elects not to reinvest such amounts promptly upon the later of such election and receipt of such Asset Disposition Proceeds; (vi) the Series Hedge Receipts, if any, received by the Securitization Entities in respect of any Series Hedge Agreements entered into by the Securitization Entities in connection with the issuance of Additional Notes following the Closing Date upon receipt thereof; (vii) upon the occurrence of any Interest Reserve Release Event, the Master Issuer shall instruct the Trustee in writing to withdraw the amounts on deposit on the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, to the extent that no Senior Notes Interest Reserve Account Deficiency Amount or Senior Subordinated Notes Interest Reserve Account Deficiency Amount, as applicable, is outstanding on the related Quarterly Payment Date and to deposit, directly to the Collection Account for distribution in accordance with the Priority of Payments; and (viii) any other amounts required to be deposited to the Collection Account hereunder or under any other Related Documents. The Trustee shall deposit or cause to be deposited into the Collection Account amounts obtained by the Trustee or the Control Party on account of or as a result of the exercise by the Trustee or the Control Party of any of its rights under the Indenture, including without limitation under Article IX hereof upon receipt thereof.
Appears in 2 contracts
Samples: Base Indenture (Planet Fitness, Inc.), Base Indenture (Planet Fitness, Inc.)
Deposits to the Collection Account. In addition to the interim deposits weekly deposit of funds from the Concentration Accounts in accordance with Section 5.11(f)(vi), and the Lease Obligations Accounts in accordance with Section 5.11(i5.10(d)(iv), the Manager (or with respect to deposits in connection with an Interest Reserve Release Event, the Trustee at the direction of the Master Issuer) shall will also deposit or cause to be deposited to the Collection Account the following amounts, in each case promptly after receipt (unless otherwise specified below):
(i) on or before 4:00 p.m. (Eastern time) on the Business Day prior to the Interim Allocation Date with respect to the Interim Collection Period ended on the 13th day of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Securitized Corporate-Owned Store Profits Amount with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Securitized Corporate-Owned Store Profits True-up Amount, in each case from amounts on deposit in the Securitized Corporate-Owned Store Accounts in excess of the Securitized Corporate-Owned Store Working Capital Reserve Amount;
(ii) on or before 4:00 p.m. (Eastern time) on the Business Day prior to the Interim Allocation Date with respect to the Interim Collection Period ended on the 13th of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Equipment Distribution Profits Amounts with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Equipment Distribution Profits True-up Amount, in each case from amounts on deposit in the Equipment Distributor Operating Accounts in excess of the Equipment Distributor Working Capital Reserve Amount;
(iii) Indemnification Amounts within two (2) Business Days following either (iA) the receipt by the Manager of such amounts if Planet Fitness Holdings Wendy’s is not the Manager or (iiB) if Planet Fitness Holdings Wendy’s is the Manager, the date such amounts become payable by the related Indemnitor under the Management Agreement or any other Related Document, in each case, case if such Indemnification Amounts are required to be so paid;
(ivii) Insurance/Condemnation Proceeds remaining in the Insurance Proceeds Account on the immediately succeeding Business Day following the expiration of the Casualty Reinvestment Period and Insurance/Condemnation Proceeds where the applicable Securitization Entity elects not to reinvest such amounts promptly upon the later of such election and receipt of such Insurance/Condemnation Proceeds;
(viii) Asset Disposition Proceeds remaining in the Asset Disposition Proceeds Account on the immediately succeeding Business Day following the expiration of the Asset Disposition Reinvestment Period and Asset Disposition Proceeds where the applicable Securitization Entity elects not to reinvest such amounts promptly upon the later of such election and receipt of such Asset Disposition Proceeds;
(viiv) the Series Hedge Receipts, if any, received by the Securitization Entities in respect of any Series Hedge Agreements entered into by the Securitization Entities in connection with the issuance of Additional Notes following the Closing Date upon receipt thereof;
(viiv) upon the occurrence of any Interest Reserve Release Event, the Master Issuer shall instruct the Trustee in writing to withdraw the amounts on deposit on the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, upon the occurrence of an Interest Reserve Release Event shall be deposited, to the extent that no Senior Notes Interest Reserve Account Deficiency Amount or Senior Subordinated Notes Interest Reserve Account Deficiency Amount, as applicable, is outstanding on the related Quarterly Payment Date and to immediately following such deposit, directly to the Collection Account for distribution in accordance with the Priority of PaymentsAccount; and
(viiivi) any other amounts required to be deposited to the Collection Account hereunder or under any other Related Documents. The Trustee shall will deposit or cause to be deposited into the Collection Account amounts obtained by the Trustee or the Control Party on account of or as a result of the exercise by the Trustee or the Control Party of any of its rights under the Indenture, including without limitation under Article IX hereof upon receipt thereofhereof.
Appears in 2 contracts
Samples: Sixth Supplement to Base Indenture (Wendy's Co), Base Indenture (Wendy's Co)
Deposits to the Collection Account. In addition to the interim deposits deposit of funds from the Concentration Accounts in accordance with Section 5.11(f)(vi), 5.11(a)(iv) and the Lease Obligations deposit of funds from the Securitized Company Restaurant Accounts in accordance with Section 5.11(i5.11(a)(ii), the Manager (or with respect to deposits in connection with an Interest Reserve Release Event, the Trustee at the direction of the Master IssuerManager) shall will also deposit or cause to be deposited to the Collection Account the following amounts, in each case promptly after receipt (unless otherwise specified below):
(i) on or before 4:00 p.m. (Eastern time) on the Business Day prior to the Interim Allocation Date with respect to the Interim Collection Period ended on the 13th day of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Securitized Corporate-Owned Store Profits Amount with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Securitized Corporate-Owned Store Profits True-up Amount, in each case from amounts on deposit in the Securitized Corporate-Owned Store Accounts in excess of the Securitized Corporate-Owned Store Working Capital Reserve Amount;
(ii) on or before 4:00 p.m. (Eastern time) on the Business Day prior to the Interim Allocation Date with respect to the Interim Collection Period ended on the 13th of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Equipment Distribution Profits Amounts with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Equipment Distribution Profits True-up Amount, in each case from amounts on deposit in the Equipment Distributor Operating Accounts in excess of the Equipment Distributor Working Capital Reserve Amount;
(iii) Indemnification Amounts within two (2) Business Days following either (i) the receipt by the Manager of such amounts if Planet Fitness Holdings Xxxx in the Box Inc. is not the Manager or (ii) if Planet Fitness Holdings Xxxx in the Box Inc. is the Manager, the date such amounts become payable by the related Indemnitor under the Management Agreement or any other Related Document, in each case, case if such Indemnification Amounts are required to be so paid;
(ivii) Insurance/Condemnation Proceeds remaining in the Insurance Proceeds Account on the immediately succeeding Business Day following the expiration of the Casualty Reinvestment Period and Insurance/Condemnation Proceeds where the applicable Securitization Entity elects not to reinvest such amounts promptly (but in no event later than five (5) Business Days) upon the later of such election and receipt of such Insurance/Condemnation Proceeds;
(viii) Asset Disposition Proceeds remaining in the Asset Disposition Proceeds Account on the immediately succeeding Business Day following the expiration of the Asset Disposition Reinvestment Period and Asset Disposition Proceeds where the applicable Securitization Entity elects not to reinvest such amounts promptly (but in no event later than five (5) Business Days) upon the later of such election and receipt of such Asset Disposition Proceeds;
(viiv) the Series Hedge Receipts, if any, received by the Securitization Entities in respect of any Series Hedge Agreements entered into by the Securitization Entities in connection with the issuance of Additional Notes following the Closing Date upon receipt thereof;
(viiv) upon the occurrence of any Interest Reserve Release Event, the Master Issuer (or the Manager on its behalf) shall instruct the Trustee in writing to withdraw the amounts on deposit on the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, and deposit such amount to the Collection Account to the extent that no Senior Notes Interest Reserve Account Deficiency Amount or Senior Subordinated Notes Interest Reserve Account Deficiency Amount, as applicable, is outstanding on the related Quarterly Payment Date and to immediately following such deposit, directly to the Collection Account for distribution in accordance with the Priority of Payments; and
(viiivi) any other amounts required to be deposited to the Collection Account hereunder or under any other Related Documents. The Trustee shall will deposit or cause to be deposited into the Collection Account amounts obtained by the Trustee or the Control Party on account of or as a result of the exercise by the Trustee or the Control Party of any of its rights under the Indenture, including without limitation under Article IX hereof hereof, upon receipt thereof.
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Deposits to the Collection Account. In addition to the interim deposits of funds from the Concentration Accounts in accordance with Section 5.11(f)(vi), and the Lease Obligations Accounts in accordance with Section 5.11(i), the The Manager (or (i) with respect to deposits in connection with an Interest Reserve Release Eventclause (vi) below, the Trustee at the direction of the Master Issuer, or the Manager on its behalf or (ii) shall also with respect to clause (viii), the Trustee or the Control Party) will deposit or cause to be deposited to the Collection Account the following amounts, in each case case, promptly after receipt (unless otherwise specified below):
(i) on or before 4:00 p.m. (Eastern time) on the Business Day prior amounts required to be withdrawn from the Concentration Account and deposited to the Interim Allocation Date Collection Account pursuant to and in accordance with respect to the Interim Collection Period ended on the 13th day of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Securitized Corporate-Owned Store Profits Amount with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Securitized Corporate-Owned Store Profits True-up Amount, in each case from amounts on deposit in the Securitized Corporate-Owned Store Accounts in excess of the Securitized Corporate-Owned Store Working Capital Reserve AmountSection 5.10(b)(iv);
(ii) on or before 4:00 p.m. (Eastern time) on the Business Day prior to the Interim Allocation Date with respect to the Interim Collection Period ended on the 13th of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Equipment Distribution Profits Amounts with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Equipment Distribution Profits True-up Amount, in each case from amounts on deposit in the Equipment Distributor Operating Accounts in excess of the Equipment Distributor Working Capital Reserve Amount;
(iii) Indemnification Amounts within two five (25) Business Days following either (i) the receipt by the Manager of such amounts if Planet Fitness Holdings WRI is not the Manager or (ii) if Planet Fitness Holdings WRI is the Manager, the date such amounts become payable are required to be paid by the related Indemnitor Contributor or by the Manager under the Management Agreement or any other Related Transaction Document, in each case, if such Indemnification Amounts are required to be so paid;
(iviii) Insurance/Condemnation Proceeds remaining in the Insurance Proceeds Account on the immediately succeeding Business Day Weekly Allocation Date following the expiration of the Casualty Reinvestment Period and Insurance/Condemnation Proceeds where the applicable Securitization Entity (or the Manager on its behalf) elects not to reinvest such amounts promptly upon the later of such election and receipt of such Insurance/Condemnation Proceeds;
(viv) Asset Disposition Proceeds remaining in the Asset Disposition Proceeds Account on the immediately succeeding Business Day Weekly Allocation Date following the expiration of the Asset Disposition Reinvestment Period and Asset Disposition Proceeds where the applicable Securitization Entity (or the Manager on its behalf) elects not to reinvest such amounts promptly upon the later of such election and receipt of such Asset Disposition Proceeds;
(viv) the Series Hedge Receipts, if any, received by the Securitization Entities in respect of any Series Hedge Agreements entered into by the Securitization Entities in connection with the issuance of Additional additional Series of Notes following the Original Closing Date upon receipt thereofDate;
(viivi) upon the occurrence of any Interest Reserve Release Event, the Master Issuer shall instruct the Trustee in writing to withdraw the amounts on deposit on in the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, to the extent that no Senior Notes Interest Reserve Account Deficiency Deficit Amount or Senior Subordinated Notes Interest Reserve Account Deficiency Deficit Amount, as applicable, is will be outstanding on the related Quarterly Payment Date and to deposit, directly to the Collection Account for distribution in accordance with the Priority of Payments; andimmediately following Weekly Allocation Date;
(viiivii) any other amounts required to be deposited to the Collection Account hereunder or under any other Related Documents. The Trustee shall deposit or cause to be deposited into the Collection Account Transaction Document; and
(viii) amounts obtained by the Trustee or the Control Party on account of or as a result of the exercise by the Trustee or the Control Party of any of its rights under the Indenture, including including, without limitation limitation, under Article IX hereof hereof, upon receipt thereof.
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Deposits to the Collection Account. In addition to the interim deposits of funds from the Concentration Accounts in accordance with Section 5.11(f)(vi), and the Lease Obligations Accounts in accordance with Section 5.11(i), the The Manager (or with respect to deposits in connection with an Interest Reserve Release Event, (1) the Trustee (at the direction of the Master IssuerIssuer or the Manager) shall also in the case of clause (vi) below or (2) the Trustee or the Control Party in the case of clause (viii) below) will deposit or cause to be deposited to the Collection Account the following amounts, in each case case, promptly after receipt (unless otherwise specified below):
(i) on or before 4:00 p.m. (Eastern time) on the Business Day prior amounts required to be withdrawn from the Concentration Account and deposited to the Interim Allocation Date Collection Account pursuant to and in accordance with respect to the Interim Collection Period ended on the 13th day of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Securitized Corporate-Owned Store Profits Amount with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Securitized Corporate-Owned Store Profits True-up Amount, in each case from amounts on deposit in the Securitized Corporate-Owned Store Accounts in excess of the Securitized Corporate-Owned Store Working Capital Reserve AmountSection 5.10(b)(iv);
(ii) on or before 4:00 p.m. (Eastern time) on the Business Day prior to the Interim Allocation Date with respect to the Interim Collection Period ended on the 13th of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Equipment Distribution Profits Amounts with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Equipment Distribution Profits True-up Amount, in each case from amounts on deposit in the Equipment Distributor Operating Accounts in excess of the Equipment Distributor Working Capital Reserve Amount;
(iii) Indemnification Amounts within two five (25) Business Days following either (i) the receipt by the Manager of such amounts if Planet Fitness Holdings ARG is not the Manager or (ii) if Planet Fitness Holdings ARG is the Manager, the date such amounts become payable are required to be paid by the related Indemnitor Contributor or by the Manager under the Management Agreement or any other Related Transaction Document, in each case, if such Indemnification Amounts are required to be so paid;
(iviii) Insurance/Condemnation Proceeds remaining in the Insurance Proceeds Account on the immediately succeeding Business Day following the expiration of the Casualty Reinvestment Period and Insurance/Condemnation Proceeds where the applicable Securitization Entity (or the Manager on its behalf) elects not to reinvest such amounts promptly upon the later of such election and receipt of such Insurance/Condemnation Proceeds;
(viv) Asset Disposition Proceeds remaining in the Asset Disposition Proceeds Account on the immediately succeeding Business Day following the expiration of the Asset Disposition Reinvestment Period and Asset Disposition Proceeds where the applicable Securitization Entity (or the Manager on its behalf) elects not to reinvest such amounts promptly upon the later of such election and receipt of such Asset Disposition Proceeds;
(viv) the Series Hedge Receipts, if any, received by the Securitization Entities in respect of any Series Hedge Agreements entered into by the Securitization Entities in connection with the issuance of Additional additional Series of Notes following the Closing Date upon receipt thereofDate;
(viivi) upon the occurrence of any Interest Reserve Release Event, the Master Issuer shall instruct the Trustee in writing to withdraw the amounts on deposit on in the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, to the extent that no Senior Notes Interest Reserve Account Deficiency Deficit Amount or Senior Subordinated Notes Interest Reserve Account Deficiency Deficit Amount, as applicable, is will be outstanding on the related immediately following Quarterly Payment Date and to deposit, directly to the Collection Account for distribution in accordance with the Priority of Payments; andDate;
(viiivii) any other amounts required to be deposited to the Collection Account hereunder or under any other Related Transaction Documents. The Trustee shall deposit or cause to be deposited into the Collection Account ; and
(viii) amounts obtained by the Trustee or the Control Party on account of or as a result of the exercise by the Trustee or the Control Party of any of its rights under the Indenture, including including, without limitation limitation, under Article IX hereof hereof, upon receipt thereof.;
Appears in 1 contract
Deposits to the Collection Account. In addition to the interim deposits of funds from the Concentration Accounts in accordance with Section 5.11(f)(vi), and the Lease Obligations Accounts in accordance with Section 5.11(i), the The Manager (or with respect to deposits in connection with an Interest Reserve Release Event, the Trustee at the direction of the Master Issuer) shall also will deposit or cause to be deposited to the Collection Account the following amounts, in each case promptly after receipt (unless otherwise specified below):
(i) on or before 4:00 p.m. (Eastern time) on the Business Day prior amounts required to be withdrawn from the Real Estate Obligations Accounts and deposited to the Interim Allocation Date Collection Account pursuant to and in accordance with respect to the Interim Collection Period ended on the 13th day of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Securitized Corporate-Owned Store Profits Amount with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Securitized Corporate-Owned Store Profits True-up Amount, in each case from amounts on deposit in the Securitized Corporate-Owned Store Accounts in excess of the Securitized Corporate-Owned Store Working Capital Reserve AmountSection 5.10(c)(iii);
(ii) on or before 4:00 p.m. (Eastern time) on the Business Day prior to the Interim Allocation Date with respect to the Interim Collection Period ended on the 13th of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Equipment Distribution Profits Amounts with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Equipment Distribution Profits True-up Amount, in each case from amounts on deposit in the Equipment Distributor Operating Accounts in excess of the Equipment Distributor Working Capital Reserve Amount;
(iii) Indemnification Amounts within two (2) Business Days following either (iA) the receipt by the Manager of such amounts if Planet Fitness Holdings DBI is not the Manager or (iiB) if Planet Fitness Holdings DBI is the Manager, the date such amounts become payable by the related Indemnitor under the Management Agreement or any other Related Document, in each case, case if such Indemnification Amounts are required to be so paid;
(iviii) Insurance/Condemnation Proceeds remaining in the Insurance Proceeds Account on the immediately succeeding Business Day following the expiration of the Casualty Reinvestment Period and Insurance/Condemnation Proceeds where the applicable Securitization Entity elects not to reinvest such amounts promptly upon the later of such election and receipt of such Insurance/Condemnation Proceeds;
(viv) Asset Disposition Proceeds remaining in the Asset Disposition Proceeds Account on the immediately succeeding Business Day following the expiration of the Asset Disposition Reinvestment Period and Asset Disposition Proceeds where the applicable Securitization Entity elects not to reinvest such amounts promptly upon the later of such election and receipt of such Asset Disposition Proceeds;
(viv) the Series Hedge Receipts, if any, received by the Securitization Entities in respect of any Series Hedge Agreements entered into by the Securitization Entities in connection with the issuance of Additional Notes following the Closing Date upon receipt thereof;
(vi) within three (3) weeks after the end of each Monthly Fiscal Period, Business Development Transaction Net Gain with respect to such Monthly Fiscal Period;
(vii) upon the occurrence of any Interest Reserve Release Event, the Master Issuer shall instruct the Trustee in writing to withdraw the all amounts on deposit on withdrawn from the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, to upon the extent that no Senior Notes occurrence of an Interest Reserve Account Deficiency Amount or Senior Subordinated Notes Interest Reserve Account Deficiency Amount, as applicable, is outstanding on the related Quarterly Payment Date and to deposit, Release Event shall be deposited directly to the Collection Account for distribution in accordance with the Priority of PaymentsAccount; and
(viii) any other amounts required to be deposited to the Collection Account hereunder or under any other Related Documents. The Trustee shall will deposit or cause to be deposited into the Collection Account amounts obtained by the Trustee or the Control Party on account of or as a result of the exercise by the Trustee or the Control Party of any of its rights under the Indenture, including without limitation under Article IX hereof upon receipt thereofhereof.
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Deposits to the Collection Account. In addition to the interim deposits weekly deposit of funds from the Concentration Accounts in accordance with Section 5.11(f)(vi), and the Lease Obligations Accounts in accordance with Section 5.11(i5.10(d)(iv), the Manager (or with respect to deposits in connection with an Interest Reserve Release Event, the Trustee at the direction of the Master Issuer) shall also deposit or cause to be deposited to the Collection Account the following amounts, in each case promptly after receipt (unless otherwise specified below):
(i) on or before 4:00 p.m. (Eastern time) on the Business Day prior to the Interim Allocation Date with respect to the Interim Collection Period ended on the 13th day of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Securitized Corporate-Owned Store Profits Amount with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Securitized Corporate-Owned Store Profits True-up Amount, in each case from amounts on deposit in the Securitized Corporate-Owned Store Accounts in excess of the Securitized Corporate-Owned Store Working Capital Reserve Amount;
(ii) on or before 4:00 p.m. (Eastern time) on the Business Day prior to the Interim Allocation Date with respect to the Interim Collection Period ended on the 13th of the calendar month, an amount, if positive, equal to the Monthly Fiscal Period Estimated Equipment Distribution Profits Amounts with respect to the Monthly Fiscal Period immediately preceding such second Interim Allocation Date, plus, with respect to all prior Monthly Fiscal Periods, any unpaid Monthly Fiscal Period Equipment Distribution Profits True-up Amount, in each case from amounts on deposit in the Equipment Distributor Operating Accounts in excess of the Equipment Distributor Working Capital Reserve Amount;
(iii) Indemnification Amounts within two (2) Business Days following either (iA) the receipt by the Manager of such amounts if Planet Fitness Holdings Wendy’s is not the Manager or (iiB) if Planet Fitness Holdings Wendy’s is the Manager, the date such amounts become payable by the related Indemnitor under the Management Agreement or any other Related Document, in each case, case if such Indemnification Amounts are required to be so paid;
(ivii) Insurance/Condemnation Proceeds remaining in the Insurance Proceeds Account on the immediately succeeding Business Day following the expiration of the Casualty Reinvestment Period and Insurance/Condemnation Proceeds where the applicable Securitization Entity elects not to reinvest such amounts promptly upon the later of such election and receipt of such Insurance/Condemnation Proceeds;
(viii) Asset Disposition Proceeds remaining in the Asset Disposition Proceeds Account on the immediately succeeding Business Day following the expiration of the Asset Disposition Reinvestment Period and Asset Disposition Proceeds where the applicable Securitization Entity elects not to reinvest such amounts promptly upon the later of such election and receipt of such Asset Disposition Proceeds;
(viiv) the Series Hedge Receipts, if any, received by the Securitization Entities in respect of any Series Hedge Agreements entered into by the Securitization Entities in connection with the issuance of Additional Notes following the Closing Date upon receipt thereof;
(viiv) upon the occurrence of any Interest Reserve Release Event, the Master Issuer shall instruct the Trustee in writing to withdraw the amounts on deposit on the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, upon the occurrence of an Interest Reserve Release Event shall be deposited, to the extent that no Senior Notes Interest Reserve Account Deficiency Amount or Senior Subordinated Notes Interest Reserve Account Deficiency Amount, as applicable, is outstanding on the related Quarterly Payment Date and to immediately following such deposit, directly to the Collection Account for distribution in accordance with the Priority of PaymentsAccount; and
(viiivi) any other amounts required to be deposited to the Collection Account hereunder or under any other Related Documents. The Trustee shall deposit or cause to be deposited into the Collection Account amounts obtained by the Trustee or the Control Party on account of or as a result of the exercise by the Trustee or the Control Party of any of its rights under the Indenture, including without limitation under Article IX hereof upon receipt thereofhereof.
Appears in 1 contract
Samples: Base Indenture (Wendy's Co)