Funding Working Capital Reserve. On the Closing Date, the Initial Member and the Private Owner will fund the Working Capital Reserve in an initial principal amount of the WCR Account Deposit as follows: the Initial Member will deposit cash in the amount of the Initial Member WCR Account Deposit, and the Private Owner will deposit cash in the amount of the Private Owner WCR Account Deposit, which deposits will be made in accordance with the applicable provisions of the Private Owner Interest Sale Agreement. On each Distribution Date following the Closing Date, the Company will, subject to the terms hereof and of the Custodial and Paying Agency Agreement, fund (or replenish, as applicable) the Working Capital Reserve to the extent of available Asset Proceeds (pursuant to the Priority of Payments and based on the then applicable Working Capital Reserve Target) so as to maintain appropriate Working Capital Reserve levels in accordance herewith. The Manager, in the exercise of its reasonable discretion and in accordance with the Servicing Standard and requirements in the Transaction Documents (including as to any then applicable Working Capital Reserve Floor), will determine the Working Capital Reserve Target from time to time (taking into account projected Working Capital Expenses, including reasonably required reserves for applicable contingent liabilities as to which applicable reserves should be maintained). From time to time, the Manager may, and must if required in accordance with the Servicing Standard (including for purposes of maintaining applicable reserves in compliance with Delaware law), submit to the Initial Member a written request for a change (either as a temporary or permanent increase or reduction) to the amount of the Working Capital Reserve Floor so as to permit the Company to maintain appropriate levels for the Working Capital Reserve, taking into account the projected (or otherwise reasonably anticipated) Working Capital Expenses (including contingent liabilities as to which, in accordance with the Servicing Standard (including Delaware law), applicable reserves should be maintained). In connection with any such requested change to the Working Capital Reserve Floor, the Initial Member will have the right to receive (and the Manager must promptly comply with any reasonable request for) any additional relevant information as it may deem necessary or advisable for evaluating such request and related Working Capital Reserve levels (and compliance thereof with the requirement...
Funding Working Capital Reserve. On the Closing Date, the Initial Member and the Private Owner shall fund the Working Capital Reserve in an initial principal amount of $24,000,000 as follows: the Initial Member shall deposit cash in the amount of $14,400,000 (an amount equal to 60% of the initial principal amount of the Working Capital Reserve Account) into the Working Capital Reserve Account, and the Manager shall deposit cash in the amount of $9,600,000 (an amount equal to 40% of the initial principal amount of the Working Capital Reserve Account) into the Working Capital Reserve Account. The Company may fund the Working Capital Reserve Account with Loan Proceeds in accordance with the terms of the Custodial and Paying Agency Agreement and must maintain certain deposit amounts to comply with the Working Capital Reserve Replenishment Cap and Working Capital Reserve Ceiling established under the Custodial and Paying Agency Agreement
Funding Working Capital Reserve. On the Closing Date, the Initial Member and the Private Owner shall fund the Working Capital Reserve in an initial principal amount of the WCR Account Deposit as follows: the Initial Member shall deposit cash in the amount of the Initial Member WCR Account Deposit, and the Private Owner shall deposit cash in the amount of the Private Owner WCR Account Deposit, which deposits shall be made in accordance with the applicable provisions of the Transferred LLC Interest Sale Agreement. The Company may fund the Working Capital Reserve Account with Asset Proceeds in accordance with the terms of the Custodial and Paying Agency Agreement and must maintain certain deposit amounts to comply with the Working Capital Reserve Floor, the Working Capital Reserve Target and Working Capital Reserve Replenishment Cap established under the Custodial and Paying Agency Agreement.
Funding Working Capital Reserve. On the Closing Date, the Initial Member and the Private Owner make the WCR Account Deposit in an amount equal to the Initial Member WCR Account Deposit and the Private Owner WCR Account Deposit, respectively. The Company may fund the Working Capital Reserve Account with Loan Proceeds in accordance with the terms of the Custodial and Paying Agency Agreement and must maintain certain deposit amounts to comply with the Working Capital Reserve Replenishment Cap and Working Capital Reserve Floor established under the Custodial and Paying Agency Agreement.
Funding Working Capital Reserve. (a) Each Member (jointly and severally if more than one) hereby agrees to contribute as capital to the Lessee such amounts as are required from time to time by BCC to fund Shortfalls; provided, however, the contribution of the Members in the aggregate shall not exceed $400,000; and provided, further, such capital contribution shall be made as follows:
(i) On February 28, 1998, the Member shall deposit into the Cash Collateral Account no less than the sum of $130,000; and
(ii) on or before March 31, 1998 the Member shall deposit into the Cash Collateral Account funds sufficient to make to the total amounts contributed no less than the sum of $400,000. Time is of the essence with respect to each contribution described in this Section 1.01(a).
(b) The contributions described in Section 1.01 (a) shall be made directly into the Cash Collateral Account. Each contribution of funds into the Cash Collateral Account as provided in this Section 1.01 is referred to herein as a "FUNDING", and the aggregate of all Fundings made is collectively referred to as the "WORKING CAPITAL RESERVE").
(c) In the event that the Member defaults in the timely payment of Fundings into the Working Capital Reserve as provided in Section 1.01 (a), BCC shall have the right at any time thereafter, but not the obligation, to require that the Member sell all of the Equity Interests to BCC or its designee in the manner provided for in the Option Agreement; provided, however, the purchase price for the Equity Interests shall be the amount of Fundings actually deposited by the Member into the Cash Collateral Account, plus an amount (calculated as a yearly return) equal to 27.5% of the Working Capital Reserve actually funded through Fundings, compounded annually through the closing date. In such event, all terms and conditions of the sale applicable to the Asset Purchase Option or Option shall be equally applicable to the sale under this Section 1.01(c), and the failure by Lessee or the Member (as the case may be) to close on such sale within 3 days after written notice from BCC (time being of the essence) shall constitute an Event of Default.
(d) The Member and the Lessee acknowledge and agree that (i) each Funding constitutes the capital contribution of the Member to the Lessee, (ii) each Funding is not in any way evidence of a loan from any Member to the Lessee and (iii) Lessor and the Manager may withdraw funds from the Working Capital Reserve to fund Shortfalls with respect to the Facility a...
Funding Working Capital Reserve. Each Member hereby agrees to contribute as capital to the Lessee such amounts as are required from time to time by BCC to fund Shortfalls; provided, however, the contribution of the Members in the aggregate shall not exceed $750,000; and provided, further, such capital contribution shall be made in the form of a standby letter of credit naming Lessor as the beneficiary thereunder (the "LETTER OF CREDIT"), which Letter of Credit must be in form and substance satisfactory to BCC (the issuance and delivery of such Letter of Credit by the Members being a "FUNDING", and the aggregate of all Fundings made is collectively referred to as the "WORKING CAPITAL RESERVE"). Each Member and the Lessee acknowledge and agree that (i) the Letter of Credit constitutes the capital contribution of each Member to the Lessee, (ii) the Letter of Credit is not in any way evidence of a loan from either Member to the Lessee and (iii) Lessor may draw on the Letter of Credit to fund Shortfalls with respect to the Facility or as otherwise provided in the Lease Documents.
