Eligible Container Receivables Clause Samples

Eligible Container Receivables. The aggregate of the unpaid portions of Accounts Receivable generated in connection with sales by the Borrower of Containers permitted by §9.5.2 (net of any credits, rebates, offsets, holdbacks or other adjustments or commissions payable to third parties that are adjustments to such Accounts Receivable): (a) that the Borrower reasonably and in good faith determines to be collectible; (b) that are with account debtors or other obligors that (i) are not Affiliates of the Borrower, unless such Affiliate is Interpool, (ii) purchased the Containers giving rise to the relevant Account Receivable in an arm’s length transaction, (iii) are not insolvent or involved in any case or proceeding, whether voluntary or involuntary, under any bankruptcy, reorganization, arrangement, insolvency, adjustment of debt, dissolution, liquidation or similar law of any jurisdiction and (iv) are, in the Administrative Agent’s reasonable judgment, creditworthy; (c) that are in payment of obligations that have been fully performed, do not consist of progress ▇▇▇▇▇▇▇▇ or ▇▇▇▇ and hold invoices and are not subject to dispute or any other similar claims that would reduce the cash amount payable therefor; (d) that are not subject to any pledge, restriction, security interest or other lien or encumbrance other than Permitted Liens; (e) in which the Administrative Agent has a valid and perfected first priority security interest; (f) that are not outstanding for more than sixty (60) days past the earlier to occur of (i) the due date listed on the respective original invoices therefor and (ii) the date of shipment thereof; (g) that are not due from any single account debtor or other obligor if more than fifteen percent (15%) of the aggregate amount of all Accounts Receivable owing from such account debtor or other obligor would otherwise not be Eligible Container Receivables; (h) that are payable in Dollars (or such other currency as the Administrative Agent may agree in its sole discretion); (i) that are not secured by a letter of credit unless the Administrative Agent has a prior security interest in such letter of credit perfected by control; (j) that are in payment of obligations under agreements that contain terms requiring the relevant account debtor to return the Container to the Borrower in the event that such Account Receivable is not fully paid when due; and (k) are generated in connection with sales of Containers owned by the Borrower outright that are not the subject of a finance ...