Establishment of Agency Relationship for Collection. of the Purchased Receivable. (a) Purchaser hereby appoints SFC to act as its exclusive agent for the collection from the insurance companies of the amounts due and owing with respect to the Purchased Receivable. SFC and Stella agree to use all reasonable commercial efforts to diligently pursue the collection of the Purchased Receivable. Purchaser agrees to cooperate fully with SFC and Stella in their efforts to collect the Purchased Receivable. Upon receipt of proceeds in connection with the Insurance Receivable, subject to the provisions of Section 4.02(b), SFC is authorized and directed to retain such amounts in a non-segregated account without restrictions on the interim use thereof, until such time as the full amount of the Purchased Receivable has been collected, as determined by the procedures set forth in Section 4.01(b). (b) The parties acknowledge that, simultaneously with the execution of this August Agreement, SFC and Stella are entering into substantially similar agreements for the purchase and sale of portions of the remaining uncollected balance of the Insurance Receivable with other purchasers. A complete listing of all such agreements and the amount of the Insurance Receivable being purchased and sold pursuant to each agreement, including this August Agreement, are set forth on Schedule 3. Purchaser acknowledges the existence of the other agreements listed on Schedule 3 and agrees with SFC and Stella, for the benefit of SFC and Stella and for the benefit of the other purchasers pursuant to the other agreements, that SFC and Stella shall apply amounts received from the insurance companies on account of the Insurance Receivable to the Purchased Receivables on a proportional basis between each of the purchasers, including the Purchaser, as their interests appear on Schedule 3 until the full portion of the Insurance Receivable purchased and sold by means of the agreements listed on Schedule 3 is collected by SFC and Stella in their capacities as agents for all of the purchasers, including Purchaser. By way of example, if the amount of all of the Purchased Receivables equals $1,000,000 and there are two purchasers, one who purchased $600,000 and one who purchased $400,000, then all amounts received on account of the Insurance Receivable will be applied against the Purchased Receivables until a total of $1,000,000 has been collected, and each portion of such amount shall be applied 60% to the first purchaser and 40% to the second purchaser.
Appears in 6 contracts
Samples: Purchase Agreement (Specialty Foods Acquisition Corp), Purchase Agreement (Specialty Foods Acquisition Corp), Purchase Agreement (Specialty Foods Corp)
