Factoring Arrangements. The Borrower and its Subsidiaries shall not have any factoring arrangements, except those which comply with the provisions of this Section 5.23 ("Permitted Factoring Arrangements"): (i) the aggregate face amount of factored accounts receivable outstanding at any time shall not exceed $40,000,000; (ii) any Factor Advances under a Permitted Factoring Arrangement shall be included in the computation of Debt for purposes of Section 5.24(B)(viii) and may be secured by (x) accounts receivable (and other receivables, including instruments, chattel paper, documents and general intangibles, and returned and repossessed goods related thereto) which are not sold and have not been identified for sale to such factor ("Non-Factored Accounts"), so long as such factor has expressly subordinated its Lien on such Non-Factored Accounts to the Lien of the Collateral Agent, pursuant to a subordination provision acceptable to the Administrative Agent, which subordinated Liens shall be included in the computation of Liens permitted by Section 5.16(j), and (y) accounts receivable (and other receivables, including instruments, chattel paper, documents and general intangibles, and returned and repossessed goods related thereto) which have been identified for sale to such factor pursuant to the factoring arrangement but which have not yet been sold ("Identified Accounts"), which Liens shall be included in the computation of Liens permitted by Section 5.16(j) until they are actually sold pursuant to such factoring arrangement, but need not be subordinated pursuant to the foregoing (and any Non-Factored Accounts which become Identified Accounts shall no longer be subject to such subordination provisions). Upon the actual sale of Identified Accounts pursuant to such factoring arrangement (such sold accounts being "Factored Accounts"), the Lien of the Collateral Agent shall be automatically released pursuant to the Security Agreement.
Factoring Arrangements. 9.1 In this Clause 9:
Factoring Arrangements. Accounts that are the obligations of an Account Debtor with respect to which any such Accounts are subject to a Permitted Supplier Financing Arrangement; or
Factoring Arrangements. Following the date of this Agreement and prior to the Closing, TreeHouse shall, or shall cause its Subsidiaries to, cease factoring additional accounts receivable related to the Business (including by not subjecting any of the accounts receivable that are included in Net Working Capital to any such factoring arrangements); provided that TreeHouse and its Subsidiaries shall be permitted to factor accounts receivable to the extent necessary to cause the Estimated Purchase Price to be less than $1,010,000,000; provided, further, that it is understood and agreed by the parties that any accounts receivable so factored shall not be taken into account for purposes of determining Net Working Capital, and any cash delivered pursuant thereto shall not be Cash of the Group Companies.
Factoring Arrangements. The Company and its Domestic Subsidiaries shall not have any factoring arrangements, except those which comply with the provisions of this Section 9.17 ("PERMITTED FACTORING ARRANGEMENTS"):
(i) the aggregate face amount of factored accounts receivable outstanding at any time shall not exceed $14,600,000 on or prior to October 15, 2002 and $10,000,000 thereafter; (ii) any Factor Advances under a Permitted Factoring Arrangement shall be included in the computation of Debt for purposes of this Agreement and may be secured by the account receivables sold pursuant to such Permitted Factoring Arrangements. Upon the actual sale of accounts pursuant to such Permitted Factoring Arrangement (such sold accounts being "FACTORED ACCOUNTS"), the Lien of the Collateral Agent shall be automatically released pursuant to the Security Agreement.
Factoring Arrangements. During the Term, Borrower shall not factor any of its Receivables, and as of the Closing Date, any existing factoring arrangements shall have been terminated. Notwithstanding the foregoing, Borrower shall be permitted to enter into the CIT Agreement provided that all of the following conditions are satisfied: (i) all Receivables purchased or to be purchased by CIT thereunder are purchased subject to the prior security interest of Lender; (ii) the relative rights and priorities of Lender and CIT in the Receivables of Borrower are set forth in an intercreditor agreement containing terms and conditions satisfactory to Lender; (iii) at no time will CIT have any rights in any Receivables which are superior to Lender's rights, except with respect to past-due accounts which have been "matured" in accordance with paragraph 9 of the CIT Agreement; and (iv) the only "Obligations" of Borrower to CIT under the CIT Agreement shall be the fees, charges and commissions set forth in paragraph 11 of the CIT Agreement.
Factoring Arrangements. Borrowers acknowledge, confirm, covenant and agree that (a) they will promptly (but in any event within five (5) Business Days after execution thereof) deliver to Agent copies of all Receivable Financing Documents entered into by any Loan Party, (b) no account receivables sold pursuant to any Receivable Financing Documents shall constitute Eligible Accounts, and (c) all amounts payable to Borrowers by a Receivable Purchaser under any Receivable Financing Documents shall constitute Collateral under this Agreement and shall be remitted by such Receivable Purchaser to an account specified in writing by Agent.
Factoring Arrangements. In order to finance the payment of the invoices of the Products, Manufacturer, Customer and the relevant banks will enter into the Factoring Arrangement on terms which are mutually agreeable to Manufacturer and Customer. In connection with the Factoring Arrangement, Manufacturer makes the warranty set forth in Section 9.2.
Factoring Arrangements. All factoring financing agreements and similar arrangements (including "dailly") to which the Company or any Subsidiary is a party involve sales of accounts receivable by the Company or such Subsidiary to third parties not affiliated with the TE Group.
Factoring Arrangements. The Agents shall have received (i) a copy of the Factoring Agreement, as amended as of the Closing Date, in form and substance reasonably acceptable to the Agents, certified as a true and correct copy thereof by an Authorized Officer of each Credit Party; and (ii) the Factoring Assignment Agreement, duly executed by the Factor and the Collateral Agent.
