Distributions; Interest and Fees; Payments; Commitment Reductions Sample Clauses
This clause governs how distributions, interest, fees, and payments are handled, as well as the process for reducing financial commitments under an agreement. It typically outlines the timing and method for making payments to parties, the calculation and accrual of interest and fees, and the procedures for decreasing the amount of committed funds, such as through prepayments or scheduled reductions. By clearly defining these financial processes, the clause ensures transparency and predictability in the flow of funds, helping to prevent disputes and manage the parties' financial obligations effectively.
Distributions; Interest and Fees; Payments; Commitment Reductions. (a) If at any time after the Trade Date (whether before, on or after the Settlement Date) Seller received or receives a Distribution, Seller shall (i) accept, and from and after the Settlement Date, hold such Distribution for the account and sole benefit of Buyer, (ii) except to the extent (if any) permitted pursuant to Section 8.7, from and after the Settlement Date have no equitable or beneficial interest in such Distribution and (iii) deliver such Distribution (free of any withholding, setoff, recoupment, or deduction of any kind except as required by law or to the extent (if any) permitted pursuant to Section 8.7) promptly (but in the case of a cash Distribution received (a) on or prior to the Settlement Date, in no event later than the Settlement Date, and (b) after the Settlement Date, in no event later than two (2) Business Days after the date on which Seller receives such Distribution) to Buyer in the same form received and, when necessary or appropriate, with Seller’s endorsement (without recourse, representation, or warranty), except to the extent prohibited under any applicable law, rule or order. If Seller fails to pay any cash Distribution to Buyer in accordance with the time periods set forth in clause (iii) of this Section 8.1(a), then Seller shall pay interest on such payment for the period from (and including) the day on which such payment is actually received by Seller to (but excluding) the day such payment is actually paid to Buyer, in accordance with Section 8.4.
(b) If a Distribution includes securities or other non-cash Distribution, Seller shall, to the extent permitted by law, endorse (without recourse, representation or warranty) or use commercially reasonable efforts (at Buyer’s sole expense) to assist Buyer to cause to be registered in Buyer’s name, or such name as Buyer may direct, and deliver such securities to Buyer or to such Entity as Buyer may direct as soon as practicable. Pending such transfer, Seller shall (from and after the Settlement Date) hold the same on behalf and for the sole benefit of Buyer, and Seller shall have no equitable or beneficial interest in any such Distribution.
(c) Subject to applicable law, Buyer is entitled to receive any Distribution to be remitted by Seller under this Agreement without the withholding of any tax. If Seller receives a Distribution that it is required to remit to Buyer, Buyer shall furnish to Seller such forms, certifications, statements and other documents as Seller may reasonab...
Distributions; Interest and Fees; Payments; Commitment Reductions. Section 8.3 (Wire Instructions). Buyer’s Wire Instructions: [ ] Seller’s Wire Instructions: [ ]
Distributions; Interest and Fees; Payments; Commitment Reductions. 1. Section 8.3 (Wire Instructions). Buyer’s Wire Instructions: HLEND CLO 2025-4, LLC Bank: [***] ABA #: [***] Account #: [***] A/C#: [***] Reference: [***] Seller’s Wire Instructions: HPS Corporate Lending Fund Bank: [***] ABA #: [***] Account #: [***] A/C#: [***] Reference: [***]