Making Purchases From the Seller Sample Clauses

Making Purchases From the Seller. (a) Each Purchase by the Conduit or the Banks shall be made on at least three Business Days' notice from the Seller to the Agent. Each such notice of a Purchase shall specify (i) the amount requested to be paid to the Seller (such amount, which shall not be less than $5,000,000, being referred to herein as the initial "Capital" of the Receivable Interest then being purchased) and (ii) the date of such Purchase (which shall be a Business Day). The Agent shall promptly thereafter transmit such request to the Conduit and the Banks. The Agent shall promptly thereafter verbally notify the Seller whether the Conduit has determined to make a Purchase and, if so, whether all of the terms specified by the Seller are acceptable to the Conduit. If the Conduit has determined not to make a proposed Purchase, the Agent shall promptly notify all of the Banks concurrently by telecopier, telex or cable specifying the date of such Purchase, each Bank's Percentage multiplied by the aggregate amount of Capital of the Receivable Interest being purchased and whether the Yield for such Receivable Interest is calculated based on the Eurodollar Rate (which may be selected only if such notice is given at least two Business Days prior to the purchase date) or the Alternate Base Rate.
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Making Purchases From the Seller. (a) Each Purchase from the Seller shall be made by the Agent, for the benefit of the Purchasers or the Banks, as the case may be, as of a Purchase Date. The Seller shall deliver a purchase request (which may be contained in the next Seller Report following such Purchase Date) specifying (i) the aggregate Purchase Price of the Receivable Interest or Receivable Interests to be purchased, (ii) the proposed Purchase Date and (iii) the applicable Discount Rate. The Purchase Price of the Receivable Interest or Receivable Interests to be purchased shall be in the minimum amount of $5,000,000. The Agent shall promptly thereafter transmit such request to CAFCO and the Banks. The Agent shall promptly thereafter verbally notify the Seller whether CAFCO has determined to make a Purchase and, if so, whether all of the terms specified by the Seller are acceptable to CAFCO. If CAFCO has determined not to make a proposed Purchase, the Agent shall promptly notify all of the Banks concurrently by telecopier, telex or cable specifying the applicable Discount Rate and each Bank's Percentage multiplied by the aggregate Purchase Price.
Sample 1
Making Purchases From the Seller. (a) Purchases that the Purchaser agrees to make will be made on Purchase Dates. A Purchase will only be made if the Seller has delivered a Request Notice to the Administrative Agent by 1:00 p.m. on the Business Day immediately prior to the requested Purchase Date.
Sample 1
Making Purchases From the Seller. Each Capital Increase Purchase from the Seller by the Banks shall be made on at least three Business Days' notice from the Seller to the Agent. Each such notice of a proposed Capital Increase Purchase shall specify the desired amount and date of such Capital Increase Purchase and the desired duration of the initial Fixed Period for the Eligible Asset or Eligible Assets to be purchased. The Agent shall promptly thereafter notify the Seller whether the desired duration of the initial Fixed Period for the Eligible Asset or Eligible Assets to be purchased is acceptable. In the event that the Seller and the Agent fail to agree on the duration of any Fixed Period for a Capital Increase Purchase prior to the Business Day of such Capital Increase Purchase, the duration of such Fixed Period shall be selected by the Agent in its sole discretion. On the date of each Capital Increase Purchase, each Bank shall make available to the Agent at its address referred to in Section 2.08 such Bank's Percentage of the aggregate Capital of the Eligible Assets to be purchased pursuant to such Capital Increase Purchase in same day funds, and following receipt by the Agent of such funds, the Agent will, upon satisfaction of the applicable conditions set forth in Article III, make such funds immediately available to the Seller at Citibank's address at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, and each Bank shall thereupon become the owner of its respective Percentage Interest in each of the Eligible Assets purchased by the Banks pursuant to such Capital Increase Purchase.
Sample 1
Making Purchases From the Seller 
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Related to Making Purchases From the Seller

  • Representations and Warranties of the Seller as to the Receivables The Seller has made, in the Receivables Purchase Agreement, each of the representations and warranties as to the Receivables set forth in Exhibit A. The Issuer shall be deemed to have relied on such representations and warranties in accepting the Receivables. Such representations and warranties speak as of the date of execution and delivery of this Agreement and as of the Closing Date, except to the extent otherwise provided, but shall survive the sale, transfer, assignment and conveyance of the Receivables to the Issuer pursuant to this Agreement and the pledge of the Receivables to the Indenture Trustee pursuant to the Indenture. Pursuant to Section 2.01(a), the Depositor has sold, transferred, assigned and otherwise conveyed to the Issuer, as part of the Trust Property, its rights under the Receivables Purchase Agreement, including its right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of such representations and warranties. The Seller hereby agrees that the Issuer shall have the right to enforce any and all rights of the Depositor under the Receivables Purchase Agreement assigned to the Issuer under this Agreement, including the right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of the representations and warranties set forth in Exhibit A, directly against the Seller as though the Issuer were a party to the Receivables Purchase Agreement and that the Issuer shall not be obligated to enforce any such right indirectly through the Depositor.

  • Representations and Warranties of the Seller with Respect to the Receivables The Seller makes the following representations and warranties as to the Receivables on which the Issuer is deemed to have relied in acquiring the Receivables. Such representations and warranties speak as of the execution and delivery of this Agreement and as of the Closing Date, but shall survive the sale, transfer and assignment of the Receivables to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture.

  • Acknowledgment Regarding Purchasers’ Purchase of Shares The Company acknowledges and agrees that each of the Purchasers is acting solely in the capacity of an arm’s length purchaser with respect to the Transaction Documents and the transactions contemplated thereby. The Company further acknowledges that no Purchaser is acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to the Transaction Documents and the transactions contemplated thereby and any advice given by any Purchaser or any of their respective representatives or agents in connection with the Transaction Documents and the transactions contemplated thereby is merely incidental to the Purchasers’ purchase of the Shares. The Company further represents to each Purchaser that the Company’s decision to enter into this Agreement and the other Transaction Documents has been based solely on the independent evaluation of the transactions contemplated hereby by the Company and its representatives.

  • Closing Deliveries by the Seller At the Closing, the Seller shall deliver or cause to be delivered to the Purchaser:

  • Acknowledgment Regarding Purchasers’ Purchase of Securities The Company acknowledges and agrees that each of the Purchasers is acting solely in the capacity of an arm’s length purchaser with respect to the Transaction Documents and the transactions contemplated thereby. The Company further acknowledges that no Purchaser is acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to the Transaction Documents and the transactions contemplated thereby and any advice given by any Purchaser or any of their respective representatives or agents in connection with the Transaction Documents and the transactions contemplated thereby is merely incidental to the Purchasers’ purchase of the Securities. The Company further represents to each Purchaser that the Company’s decision to enter into this Agreement and the other Transaction Documents has been based solely on the independent evaluation of the transactions contemplated hereby by the Company and its representatives.

  • Representations and Warranties of the Depositor as to the Mortgage Loans The Depositor hereby represents and warrants to the Trustee with respect to the Mortgage Loans or each Mortgage Loan, as the case may be, as of the date hereof or such other date set forth herein that as of the Closing Date:

  • Representations and Warranties of the Seller with Respect to the Mortgage Loans The Seller hereby makes the following representations and warranties to the Trustee on behalf of the Certificateholders as of the Closing Date with respect to the Mortgage Loans:

  • Representations and Warranties of the Seller as to each Receivable On the date hereof, the Seller hereby makes the representations and warranties set forth on Schedule I to the Issuer and the Indenture Trustee as to the Receivables sold, transferred, assigned, and otherwise conveyed to the Issuer under this Agreement on which such representations and warranties the Issuer relies in acquiring the Receivables. The representations and warranties as to each Receivable shall survive the Grant of the Receivables by the Issuer to the Indenture Trustee pursuant to the Indenture. Notwithstanding any statement to the contrary contained herein or in any other Transaction Document, the Seller shall not be required to notify any insurer with respect to any Insurance Policy obtained by an Obligor or to notify any Dealer about any aspect of the transaction contemplated by the Transaction Documents.

  • Acknowledgment Regarding Investor’s Purchase of Shares The Company acknowledges and agrees that the Investor is acting solely in the capacity of an arm’s length purchaser with respect to the Registered Offering Transaction Documents and the transactions contemplated hereby and thereby. The Company further acknowledges that the Investor is not acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to the Registered Offering Transaction Documents and the transactions contemplated hereby and thereby and any advice given by the Investor or any of its respective representatives or agents in connection with the Registered Offering Transaction Documents and the transactions contemplated hereby and thereby is merely incidental to the Investor’s purchase of the Securities, and is not being relied on by the Company. The Company further represents to the Investor that the Company’s decision to enter into the Registered Offering Transaction Documents has been based solely on the independent evaluation by the Company and its representatives.

  • Closing Deliveries by the Sellers At the Closing, the Sellers shall deliver or cause to be delivered to the Purchaser:

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