Excess Funds. (a) No Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit Purchaser has Excess Funds (as defined below). In the event that any Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) over the amount paid shall not constitute a “claim” against the Conduit Purchaser as defined in Section 101(5) of the Federal Bankruptcy Code until such time, if any, as the Conduit Purchaser shall have Excess Funds. If at any time any Conduit Purchaser does not have sufficient funds to make any payment due under this Agreement, then such Conduit Purchaser may pay a lesser amount and make additional payments which in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “Excess Funds” of any Conduit Purchaser shall mean the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s assets and other property (including cash and cash equivalents), minus (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining Excess Funds, a determination will be made by the related Funding Agent once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 3 contracts
Samples: Receivables Purchase and Administration Agreement (T-Mobile US, Inc.), Receivables Purchase and Administration Agreement (T-Mobile US, Inc.), Receivables Purchase and Administration Agreement (T-Mobile US, Inc.)
Excess Funds. (a) No Other than amounts payable under Section 9.4, each Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless hereto only if such Conduit Purchaser has Excess Funds (as defined below). In the event that any If such Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement hereunder (and subject other than pursuant to this Section 9.119.4) over the amount paid shall not constitute a “"claim” against the Conduit Purchaser " (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against such Conduit Purchaser until such time, if any, time as the such Conduit Purchaser shall have has Excess Funds. If at any time any such Conduit Purchaser does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder (other than pursuant to Section 9.4), then such Conduit Purchaser may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “"Excess Funds” of any Conduit Purchaser shall mean " means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s 's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 2 contracts
Samples: Receivables Sale Agreement (Arvinmeritor Inc), Receivables Sale Agreement (Arvinmeritor Inc)
Excess Funds. (a) No Conduit The Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit only if the Purchaser has Excess Funds (as defined below). In the event that any Conduit the Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) hereunder over the amount paid shall not constitute a “"claim” against the Conduit Purchaser " (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against the Purchaser until such time, if any, time as the Conduit Purchaser shall have has Excess Funds. If at any time any Conduit the Purchaser does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder, then such Conduit the Purchaser may pay a lesser amount and make additional payments which in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “"Excess Funds” of any Conduit Purchaser " shall mean the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit the Purchaser’s 's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser Windmill for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit the Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit the Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit the Purchaser then due and payable; provided, however, that the amount of any liability, indebtedness or obligation of such Conduit the Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining that the Excess Funds, a Funds determination will be made by the related Funding Agent once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 2 contracts
Samples: Receivables Sale Agreement (Chrysler Financial Corp), Receivables Sale Agreement (Chrysler Financial Corp)
Excess Funds. (a) No A CP Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless hereto by such CP Conduit Purchaser only if the applicable CP Conduit has Excess Funds (as defined below). In If the event that any applicable CP Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) hereunder over the amount paid shall not constitute a “claim” against the Conduit Purchaser (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against such CP Conduit until such time, if any, time as the such CP Conduit Purchaser shall have has Excess Funds. If at any time any a CP Conduit Purchaser does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder, then such CP Conduit Purchaser may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such the deficiency as soon as possible thereafter. The term “Excess Funds” means, at any time, proceeds of any commercial paper notes issued, and advances under a Support Facility made, to fund a payment to be made by a CP Conduit Purchaser shall mean hereunder and which are available to make such payment in accordance with the program documents governing such CP Conduit’s commercial paper program; provided that in no event will Excess Funds be greater than the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaserthe applicable CP Conduit’s assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such CP Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such CP Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such CP Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such CP Conduit Purchaser then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such CP Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining Excess Funds, a determination will be made by the related Funding Agent once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 2 contracts
Samples: Note Purchase Agreement (Alliance Laundry Systems LLC), Note Purchase Agreement (Alliance Laundry Systems LLC)
Excess Funds. (a) No Conduit Purchaser Other than amounts payable under Section 9.4, Windmill shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit Purchaser hereto only if Windmill has Excess Funds (as defined below). In the event that any Conduit Purchaser If Windmill does not have Excess Funds, the excess of the amount due under this Agreement hereunder (and subject other than pursuant to this Section 9.119.4) over the amount paid shall not constitute a “"claim” against the Conduit Purchaser " (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against Windmill until such time, if any, time as the Conduit Purchaser shall have Windmill has Excess Funds. If at any time any Conduit Purchaser Windmill does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder (other than pursuant to Section 9.4), then such Conduit Purchaser Windmill may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “"Excess Funds” of any Conduit Purchaser shall mean " means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s Windmill's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser Windmill for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser Windmill for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser Windmill to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser Windmill then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit Purchaser Windmill shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 2 contracts
Samples: Receivables Sale Agreement (Ipalco Enterprises Inc), Receivables Sale Agreement (Crompton & Knowles Corp)
Excess Funds. (a) No Conduit Purchaser Windmill shall be required to make payment of the any amounts required to be paid pursuant to under or in connection with this Agreement unless such Conduit Purchaser has only with Excess Funds (as defined below). In the event that any Conduit Purchaser If Windmill does not have Excess Funds, the excess of the any amount due under this Agreement (and subject to this Section 9.11) hereunder over the amount paid shall not constitute a “"claim” against the Conduit Purchaser " (as defined in Section 101(5) of the Federal United States Bankruptcy Code Code) against Windmill until such time, if any, time as the Conduit Purchaser shall have Windmill has Excess Funds. If at any time any Conduit Purchaser Windmill does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder, then such Conduit Purchaser Windmill may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “Excess Funds” of any Conduit Purchaser shall mean "EXCESS FUNDS" means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s Windmill's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on Windmill's publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all Windmill's other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser Windmill to the United States Internal Revenue Service, plus (iv) all Windmill's other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that the amount of any liability, indebtedness or obligation of such Conduit Purchaser Windmill shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . The Excess Funds, a Funds determination will be made by the related Funding Agent Windmill or on Windmill's behalf once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in Section 20 or this Section 9.11 21, or elsewhere in this Agreement, is intended to create or imply any obligation from Windmill to any Person, and Windmill shall restrict or limit the right of the Transferor have no obligation in any circumstance to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I)any Advance requested hereunder.
Appears in 2 contracts
Samples: American National Can Group Inc, American National Can Group Inc
Excess Funds. (a) No Other than amounts payable under Section 9.4, each Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless hereto only if such Conduit Purchaser has Excess Funds (as defined below). In the event that any If such Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement hereunder (and subject other than pursuant to this Section 9.119.4) over the amount paid shall not constitute a “claim” against the Conduit Purchaser "CLAIM" (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against such Conduit Purchaser until such time, if any, time as the such Conduit Purchaser shall have has Excess Funds. If at any time any such Conduit Purchaser does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder (other than pursuant to Section 9.4), then such Conduit Purchaser may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “Excess Funds” of any Conduit Purchaser shall mean "EXCESS FUNDS" means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s 's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 1 contract
Samples: Receivables Sale Agreement (Quebecor World Usa Inc)
Excess Funds. (a) No Conduit Purchaser Other than amounts payable under Section 9.4 of the Receivables Sale Agreement, Windmill shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit Purchaser any Transaction Document only if Windmill has Excess Funds (as defined below). In the event that any Conduit Purchaser If Windmill does not have Excess Funds, the excess of the amount due under this Agreement any Transaction Document (and subject other than pursuant to this such Section 9.119.4) over the amount paid shall not constitute a “"claim” against the Conduit Purchaser " (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against Windmill until such time, if any, time as the Conduit Purchaser shall have Windmill has Excess Funds. If at any time any Conduit Purchaser Windmill does not have sufficient funds Excess Funds to make any payment due under this Agreementany Transaction Document (other than pursuant to such Section 9.4), then such Conduit Purchaser Windmill may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “"Excess Funds” of any Conduit Purchaser shall mean " means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s Windmill's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser Windmill for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser Windmill for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser Windmill to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser Windmill then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit Purchaser Windmill shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 1 contract
Excess Funds. (a) No Each Conduit Purchaser Lender shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless hereto only if such Conduit Purchaser Lender has Excess Funds (as defined below). In the event that any If such Conduit Purchaser Lender does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) hereunder over the amount paid shall not constitute a “"claim” against the Conduit Purchaser " (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against such Conduit Lender until such time, if any, time as the such Conduit Purchaser shall have Lender has Excess Funds. If at any time any such Conduit Purchaser Lender does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder, then such Conduit Purchaser Lender may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “"Excess Funds” of any Conduit Purchaser shall mean " means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s Lender's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser Lender for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser Lender for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser Lender to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser Lender then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit Purchaser Lender shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 1 contract
Excess Funds. (a) No Any Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless hereto only if such Conduit Purchaser has Excess Funds (as defined below). In the event that any If a Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) hereunder over the amount paid shall not constitute a “claim” against the Conduit Purchaser "CLAIM" (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against such Conduit until such time, if any, time as the such Conduit Purchaser shall have has Excess Funds. If at any time any a Conduit Purchaser does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder, then such Conduit Purchaser may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “Excess Funds” of any Conduit Purchaser shall mean "EXCESS FUNDS" means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s the applicable Conduit's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 1 contract
Samples: Administration Agreement (Adc Telecommunications Inc)
Excess Funds. (a) No Conduit Purchaser shall be required to make payment of the any amounts required to be paid by it pursuant to this Agreement hereto unless such Conduit Purchaser has Excess Funds (as defined below); provided that no Conduit Purchaser shall be required at any time to make Purchases or permit Reinvestments hereunder, each of which are and shall remain in its sole and absolute discretion. In the event that any If a Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) hereunder over the amount paid shall not constitute a “"claim” against the Conduit Purchaser " (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against such Conduit Purchaser until such time, if any, time as the such Conduit Purchaser shall have has Excess Funds. If at any time any a Conduit Purchaser does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder, then such Conduit Purchaser may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “"Excess Funds” of any Conduit Purchaser shall mean " means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such a Conduit Purchaser’s 's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds with respect to Amsterdam shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).[SIGNATURES FOLLOW]
Appears in 1 contract
Excess Funds. (a) No A CP Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless hereto by such CP Conduit Purchaser only if the applicable CP Conduit has Excess Funds (as defined below). In If the event that any applicable CP Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) hereunder over the amount paid shall not constitute a “"claim” against the Conduit Purchaser " (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against such CP Conduit until such time, if any, time as the such CP Conduit Purchaser shall have has Excess Funds. If at any time any a CP Conduit Purchaser does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder, then such CP Conduit Purchaser may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such the deficiency as soon as possible thereafter. The term “"Excess Funds” " means, at any time, proceeds of any commercial paper notes issued, and advances under a Support Facility made, to fund a payment to be made by a CP Conduit Purchaser shall mean hereunder and which are available to make such payment in accordance with the program documents governing such CP Conduit's commercial paper program; provided that in no event will Excess Funds be greater than the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s the applicable CP Conduit's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such CP Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such CP Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such CP Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such CP Conduit Purchaser then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such CP Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining Excess Funds, a determination will be made by the related Funding Agent once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment . [Remainder of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I)page intentionally left blank.]
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Excess Funds. (a) No Conduit The Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit hereto only if the Purchaser has Excess Funds (as defined below). In If the event that any Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) hereunder over the amount paid shall not constitute a “"claim” against the Conduit Purchaser " (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against Victory until such time, if any, time as the Conduit Purchaser shall have has Excess Funds. If at any time any Conduit the Purchaser does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder, then such Conduit the Purchaser may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “"Excess Funds” of any Conduit Purchaser shall mean " means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit the Purchaser’s 's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit the Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit the Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit the Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit the Purchaser then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit the Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 1 contract
Samples: Receivables Sale Agreement (Great Plains Energy Inc)
Excess Funds. (a) No Conduit Purchaser shall be required to make payment of the any amounts required to be paid by it pursuant to this Agreement hereto unless such Conduit Purchaser has Excess Funds (as defined below); provided that no Conduit Purchaser shall be required at any time to make Purchases or permit Reinvestments hereunder, each of which are and shall remain in its sole and absolute discretion. In the event that any If a Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) hereunder over the amount paid shall not constitute a “"claim” against the Conduit Purchaser " (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against such Conduit Purchaser until such time, if any, time as the such Conduit Purchaser shall have has Excess Funds. If at any time any a Conduit Purchaser does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder, then such Conduit Purchaser may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “"Excess Funds” of any Conduit Purchaser shall mean " means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such a Conduit Purchaser’s 's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected 61 value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds with respect to Amsterdam shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).[SIGNATURES FOLLOW]
Appears in 1 contract
Excess Funds. (a) No Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit Purchaser has Excess Funds (as defined below). In the event that any Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) over the amount paid shall not constitute a “claim” against the Conduit Purchaser as defined in Section 101(5) of the Federal Bankruptcy Code until such time, if any, as the Conduit Purchaser shall have Excess Funds. If at any time any Conduit Purchaser does not have sufficient funds to make any payment due under this Agreement, then such Conduit Purchaser may pay a lesser amount and make additional payments which in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “Excess Funds” of any Conduit Purchaser shall mean the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s assets and other property (including cash and cash equivalents), minus (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other -133- liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining Excess Funds, a determination will be made by the related Funding Agent once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 1 contract
Excess Funds. (a) No Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit Purchaser has Excess Funds (as defined below). In the event that any Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) over the amount paid shall not constitute a “claim” against the Conduit Purchaser as defined in Section 101(5) of the Federal Bankruptcy Code until such time, if any, as the Conduit Purchaser shall have Excess Funds. If at any time any Conduit Purchaser does not have sufficient funds to make any payment due under this Agreement, then such Conduit Purchaser may pay a lesser amount and make additional payments which in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “Excess Funds” of any Conduit Purchaser shall mean the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s assets and other property (including cash and cash equivalents), minus (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately T-Mobile (EIP) Third A&R RPAA placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining Excess Funds, a determination will be made by the related Funding Agent once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 1 contract
Samples: Receivables Purchase and Administration Agreement (T-Mobile US, Inc.)
Excess Funds. (a) No Other than amounts payable under Section 9.4, each Conduit Purchaser Lender shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless hereto only if such Conduit Purchaser Lender has Excess Funds (as defined below). In the event that If any Conduit Purchaser Lender does not have Excess Funds, the excess of the amount due under this Agreement hereunder (and subject other than pursuant to this Section 9.119.4) over the amount paid shall not constitute a “"claim” against the Conduit Purchaser " (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against such Conduit Lender until such time, if any, time as the such Conduit Purchaser shall have Lender has Excess Funds. If at any time any Conduit Purchaser Lender does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder (other than pursuant to Section 9.4), then such Conduit Purchaser Lender may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “"Excess Funds” of any Conduit Purchaser shall mean " means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such a Conduit Purchaser’s Lender's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser Lender for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser Lender for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser Lender to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser Lender then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such any Conduit Purchaser Lender shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 1 contract
Samples: Receivables Loan Agreement (Eagle Picher Technologies LLC)
Excess Funds. (a) No Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit Purchaser has Excess Funds (as defined below). In the event that any Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) over the amount paid shall not constitute a “claim” against the Conduit Purchaser as defined in Section 101(5) of the Federal Bankruptcy Code until such time, if any, as the Conduit Purchaser shall have Excess Funds. If at any time any Conduit Purchaser does not have sufficient funds to make any payment due under this Agreement, then such Conduit Purchaser may pay a lesser amount and make additional payments which in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “Excess Funds” of any Conduit Purchaser shall mean the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s assets and other property (including cash and cash equivalents), minus (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining Excess Funds, a determination will be made by the related Funding Agent once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I2.8(d)(ix).
Appears in 1 contract
Samples: Receivables Purchase and Administration Agreement (T-Mobile US, Inc.)
Excess Funds. (a) No Each Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless hereto only if such Conduit Purchaser has Excess Funds (as defined below). In the event that any If such Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) hereunder over the amount paid shall not constitute a “claim” against the Conduit Purchaser (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against such Conduit Purchaser until such time, if any, time as the such Conduit Purchaser shall have has Excess Funds. If at any time any such Conduit Purchaser does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder, then such Conduit Purchaser may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “Excess Funds” of any Conduit Purchaser shall mean means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such any Conduit Purchaser’s 's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 1 contract
Samples: Receivables Sale Agreement (Alliance One International, Inc.)
Excess Funds. (a) No Conduit Purchaser The Tranche A1 Participant shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit Purchaser hereto only if the Tranche A1 Participant has Excess Funds (as defined below). In If the event that any Conduit Purchaser Tranche A1 Participant does not have Excess Funds, the excess of the amount amounts due under this Agreement (and subject to this Section 9.11) hereunder over the amount paid shall not constitute a “"claim” against the Conduit Purchaser " (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against the Tranche A1 Participant until such time, if any, time as the Conduit Purchaser shall have Tranche A1 Participant has Excess Funds. If at any time any Conduit Purchaser the Tranche A1 Participant does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder, then such Conduit Purchaser the Tranche A1 Participant may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “"Excess Funds” of any Conduit Purchaser shall mean " means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s the Tranche A1 Participant's assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser the Tranche A1 Participant for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser the Tranche A1 Participant for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser the Tranche A1 Participant to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser the Tranche A1 Participant then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit Purchaser the Tranche A1 Participant shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 1 contract
Samples: Participation Agreement (Adc Telecommunications Inc)
Excess Funds. (a) No Conduit The Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit hereto only if the Purchaser has Excess Funds (as defined below). In If the event that any Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) hereunder over the amount paid shall not constitute a “claim” against the Conduit Purchaser (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against Victory until such time, if any, time as the Conduit Purchaser shall have has Excess Funds. If at any time any Conduit the Purchaser does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder, then such Conduit the Purchaser may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “Excess Funds” of any Conduit Purchaser shall mean means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit the Purchaser’s assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit the Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit the Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit the Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit the Purchaser then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit the Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 1 contract
Samples: Receivables Sale Agreement (Great Plains Energy Inc)
Excess Funds. (a) No Other than amounts payable under Section 9.4, such Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless hereto only if such Conduit Purchaser has Excess Funds (as defined below). In the event that any If a Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement hereunder (and subject other than pursuant to this Section 9.119.4) over the amount paid shall not constitute a “"claim” against the Conduit Purchaser " (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against such Conduit Purchaser until such time, if any, time as the such Conduit Purchaser shall have has Excess Funds. If at any time any a Conduit Purchaser does not have sufficient funds Excess Funds to make any payment due under this Agreementhereunder (other than pursuant to Section 9.4), then such Conduit Purchaser may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “"Excess Funds” of any Conduit Purchaser shall mean " means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such a Conduit Purchaser’s Purchaser assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
Appears in 1 contract
Excess Funds. (a) No Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit Purchaser has Excess Funds (as defined below). In the event that any Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) over the amount paid shall not constitute a “claim” against the Conduit Purchaser as defined in Section 101(5) of the Federal Bankruptcy Code until such time, if any, as the Conduit Purchaser shall have Excess Funds. If at any time any Conduit Purchaser does not have sufficient funds to make any payment due under this Agreement, then such Conduit Purchaser may pay a lesser amount and make additional payments which in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “Excess Funds” of any Conduit Purchaser shall mean the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s assets and other property (including cash and cash equivalents), minus (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining Excess Funds, a determination will be made by the related Funding Agent once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).. (b) The Transferor shall not be required to make payment of the amounts required to be paid pursuant to this Agreement unless the Transferor has funds available to make such payment. In the event that the Transferor does not have funds available to make any such payment, the excess of the amount due under this Agreement (and subject to this Section 9.11) over the amount paid shall not constitute a “claim” against the Transferor as defined in Section -155- 00000000 T-Mobile (EIP) Third A&R RPAA NJ 231109207v1 736153181 19632398
Appears in 1 contract
Samples: Receivables Purchase and Administration Agreement (T-Mobile US, Inc.)
Excess Funds. (a) No Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit Purchaser has Excess Funds (as defined below). In the event that any Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) over the amount paid shall not constitute a “claim” against the Conduit Purchaser as defined in Section 101(5) of the Federal Bankruptcy Code until such time, if any, as the Conduit Purchaser shall have Excess Funds. If at any time any Conduit Purchaser does not have sufficient funds to make any payment due under this Agreement, then such Conduit Purchaser may pay a lesser amount and make additional payments which in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “Excess Funds” of any Conduit Purchaser shall mean the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s assets and other property (including cash and cash equivalents), minus (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining Excess Funds, a determination will be made by the related Funding Agent once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).. 740293053.3 21668437
Appears in 1 contract
Samples: Master Receivables Purchase Agreement (T-Mobile US, Inc.)
Excess Funds. (a) No Conduit Purchaser Other than amounts payable under Section 9.4 of the Receivables Sale Agreement, Windmill shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit Purchaser any Transaction Document only if Windmill has Excess Funds (as defined below). In the event that any Conduit Purchaser If Windmill does not have Excess Funds, the excess of the amount due under this Agreement any Transaction Document (and subject other than pursuant to this such Section 9.119.4) over the amount paid shall not constitute a “claim” against the Conduit Purchaser (as defined in Section 101(5) of the Federal Bankruptcy Code Code) against Windmill until such time, if any, time as the Conduit Purchaser shall have Windmill has Excess Funds. If at any time any Conduit Purchaser Windmill does not have sufficient funds Excess Funds to make any payment due under this Agreementany Transaction Document (other than pursuant to such Section 9.4), then such Conduit Purchaser Windmill may pay a lesser amount and make additional payments which that in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “Excess Funds” of any Conduit Purchaser shall mean means the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit PurchaserWindmill’s assets and other property (including cash and cash equivalents), minus over (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser Windmill for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser Windmill for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser Windmill to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser Windmill then due and payable; provided, however, that but the amount of any liability, indebtedness or obligation of such Conduit Purchaser Windmill shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining . Excess Funds, a determination will Funds shall be made by the related Funding Agent calculated once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).
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Excess Funds. (a) No Conduit Purchaser shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit Purchaser has Excess Funds (as defined below). In the event that any Conduit Purchaser does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) over the amount paid shall not constitute a “claim” against the Conduit Purchaser as defined in Section 101(5) of the Federal Bankruptcy Code until such time, if any, as the Conduit Purchaser shall have Excess Funds. If at any time any Conduit Purchaser does not have sufficient funds to make any payment due under this Agreement, then such Conduit Purchaser may pay a lesser amount and make additional payments which in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “Excess Funds” of any Conduit Purchaser shall mean the excess (redetermined daily based on the current available information) of (a) the aggregate projected value of such Conduit Purchaser’s assets and other property (including cash and cash equivalents), minus (b) the sum of (i) the sum of all scheduled payments of principal, interest and any other scheduled amounts payable on publicly or privately placed indebtedness of such Conduit Purchaser for borrowed money, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity provider, together with all unpaid interest then accrued thereon, plus (iii) all taxes payable by such Conduit Purchaser to the Internal Revenue Service, plus (iv) all other indebtedness, liabilities and obligations of such Conduit Purchaser then due and payable; provided, however, that the amount of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining Excess Funds, a determination will be made by the related Funding Agent once each Business Day; provided further, however, that so long as there are any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if there are no Excess Funds, then the payment of any amount which may be paid only if there are Excess Funds shall not be paid until there are Excess Funds. Nothing in this Section 9.11 shall restrict or limit the right of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I).. 736942168 19632398738387080
Appears in 1 contract
Samples: Receivables Purchase and Administration Agreement (T-Mobile US, Inc.)
Excess Funds. Other than amounts Windmill has become obligated to pay pursuant to Section 3.2 (a) No Conduit Purchaser other than interest becoming due from Windmill in connection with its failure to timely make the purchase price available to the Agent), Windmill shall be required to make payment of the amounts required to be paid pursuant to this Agreement unless such Conduit Purchaser only if Windmill has Excess Funds (as defined below)Funds. In the event that any Conduit Purchaser Windmill does not have Excess Funds, the excess of the amount due under this Agreement (and subject to this Section 9.11) hereunder over the amount paid (the "Insufficiency") shall not constitute a “"claim” " against the Conduit Purchaser Windmill as defined in Section 101(5) of the Federal Bankruptcy Code until such time, if any, as the Conduit Purchaser Windmill shall have Excess Funds. If at any time any Conduit Purchaser Windmill does not have sufficient funds to make any payment due under this AgreementAgreement other than amounts Windmill has become obligated to pay pursuant to Section 3.2 (other than interest becoming due from Windmill in connection with its failure to timely make the purchase price available to the Agent), then such Conduit Purchaser Windmill may pay a lesser amount and make an additional payments which payment (or payments) in the aggregate equal the amount of such deficiency as soon as possible thereafter. The term “No party to this Agreement shall cause or require any fees, costs, expenses or any other amount, the amount of which is not expressly provided for herein, to be paid out of Windmill's funds, or require Windmill to reimburse it for any fees, costs, expenses or any other amount paid by it, without prior review by the Administrator to determine the reasonableness of such fees, costs, expenses and other amounts. For purposes of this Section 11.18, "Excess Funds” of any Conduit Purchaser " shall mean the excess (redetermined daily based on the most current available information) of (a) the aggregate sum of (i) the funds on deposit in, or otherwise credited to, the commercial paper account or the special account established and maintained pursuant to that certain Amended and Restated Depositary Agreement, dated as of November 15, 1994, between Windmill and the Depositary, plus (ii) the projected value of such Conduit Purchaser’s Windmill's assets and (other property (including than cash and cash equivalents) (determined by the Administrator in accordance with the Administration Agreement), plus (iii) all other cash and cash equivalents then owned by Windmill, minus (b) the sum of (i) the sum of the Face Amount of all scheduled payments commercial paper notes of principalWindmill that have been properly authorized, interest issued, authenticated and any other scheduled amounts payable on publicly or privately placed indebtedness delivered in accordance with that certain Amended and Restated Depositary Agreement, dated as of such Conduit Purchaser for borrowed moneyNovember 15, 1994, between Windmill and the Depositary which have not been paid in full, plus (ii) the sum of all other liabilities, indebtedness and other obligations of such Conduit Purchaser for borrowed money or owed to any credit or liquidity providerProgram Unreimbursed Draw Amount, together with all unpaid interest then accrued thereon, plus (iii) the Backup Purchase Facility Usage (as that term is used and defined in the Swingline and Backup Purchase Agreement), together with all unpaid interest then accrued thereon, plus (iv) all outstanding Swingline Advances (as that term is used and defined in the Swingline and Backup Purchase Agreement), together with all unpaid interest then accrued thereon, plus (v) all taxes payable by such Conduit Purchaser Windmill to the Internal Revenue Service, plus (ivvi) all other unpaid indebtedness, liabilities liabilities, and obligations of such Conduit Purchaser Windmill then due and payable; provided, however, that the amount . A determination of any liability, indebtedness or obligation of such Conduit Purchaser shall not exceed the projected value of the assets to which recourse for such liability, indebtedness or obligation is limited; provided further, however, in determining Excess Funds, a determination Funds will be made by the related Funding Agent Administrator once each Business Day; provided further, however, that so . So long as there are is any Excess Funds, then all amounts reflected in such calculation may be paid on such Business Day if then due and payable; provided further, however, that if . If there are no Excess Funds, then the payment of any amount which may be paid only if there are limited to an Excess Funds test shall not be paid until there are Excess Funds. Nothing in The provisions of this Section 9.11 11.18 shall restrict or limit survive the right termination of the Transferor to receive or make claim for payments of Deferred Purchase Price to the extent funds are available to pay Deferred Purchase Price pursuant to Section 2.8(d)(i)(I)this Agreement.
Appears in 1 contract
Samples: Receivables Loan Agreement (Borg Warner Automotive Inc)
