Excluded Receivables Assets Sample Clauses

Excluded Receivables Assets. (a) The Receivables Seller, the Administrative Agent (for itself and on behalf of each Receivables Purchaser) and the Receivables Collateral Agent hereby acknowledge that the Banks' Agent on behalf of the Banks and itself shall be entitled to the Bank Interest in all Excluded Receivable Assets, including Collections of Excluded Receivables. (b) Each of the parties hereto hereby agrees that all Collections received on account of Receivables Program Assets shall be paid or delivered to the Receivables Collateral Agent for application, payment or other disposition in accordance with Section 2.3(b) and all Collections received on account of Excluded Receivables shall be paid or delivered to the Banks' Agent for application, payment or other disposition in accordance with Section 2.3(a). For the purpose of determining whether specific Collections have been received on account of Receivables Program Assets or on account of Excluded Receivables, the parties agree as follows: (i) All payments made by an Obligor which is obligated to make payments on Purchased Receivables but is not obligated to make any payments on Excluded Receivables shall be conclusively presumed to be payments on account of Purchased Receivables and all payments made by an Obligor which is obligated to make payments on Excluded Receivables but is not obligated to make any payments on Purchased Receivables shall be conclusively presumed to be payments on account of Excluded Receivables. (ii) All payments made by an Obligor which is obligated to make payments with respect to both Purchased Receivables and Excluded Receivables shall be applied against the specific Receivables, if any, which are designated by such Obligor by reference to the applicable Contract (or otherwise identified by such Obligor in a writing delivered with such payment) as the Receivables with respect to which such payments should be applied; provided that where any Obligor makes payment and designates the applicable Contracts of a group of two or more Receivables to which such payment shall be applied and such payment is in an amount less than the aggregate Outstanding Balance of such Receivables, such payment shall be applied pro rata to all such Receivables. In the absence of such designation after reasonable efforts by the Originator to obtain such designation, such payments shall be applied against the oldest outstanding Receivables or portion owed by such Obligor to the extent such oldest Receivable or portion thereof ...