Other Interpretive Matters. All accounting terms defined directly or by incorporation in this Agreement or the other Transaction Documents shall have the defined meanings when used in any certificate or other document delivered pursuant thereto unless otherwise defined therein. For purposes of this Agreement, the other Transaction Documents and all such certificates and other documents, unless the context otherwise requires: (a) accounting terms not otherwise defined in such agreement, and accounting terms partly defined in such agreement to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principles; (b) terms defined in Article 9 of the UCC and not otherwise defined in such agreement are used as defined in such Article; (c) references to any amount as on deposit or outstanding on any particular date means such amount at the close of business on such day; (d) the words "hereof," "herein" and "hereunder" and words of similar import refer to such agreement (or the certificate or other document in which they are used) as a whole and not to any particular provision of such agreement (or such certificate or document); (e) references to any Section, Schedule or Exhibit are references to Sections, Schedules and Exhibits in or to such agreement (or the certificate or other document in which the reference is made), and references to any paragraph, subsection, clause or other subdivision within any Section or definition refer to such paragraph, subsection, clause or other subdivision of such Section or definition; (f) the term "including" means "including without limitation"; (g) references to any law refer to that law as amended from time to time and include any successor law; (h) references to any agreement refer to that agreement as from time to time amended or supplemented or as the terms of such agreement are waived or modified in accordance with its terms; (i) references to any Person include that Person's successors and assigns; (j) headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof; (k) unless otherwise provided, in the calculation of time from a specified date to a later specified date, the term "from" means "from and including", and the terms "to" and "until" each means "to but excluding"; (l) terms in one gender include the parallel terms in the neuter and opposite gender; (m) "during the continuance of an Amortization Event" means that an Amortization Event has occurred and has not been waived and (n) the preamble and recitals shall constitute a part of this Agreement. EXHIBIT II FORM OF BORROWING REQUEST [BORROWER'S NAME] BORROWING REQUEST For Borrowing on __________________ Wachovia Bank, National Association, as Blue Ridge Agent 191 Peachtree Street, N.E., GA-31261 Atlanta, Georgia 30303 Attention: Elizabeth R. Wagner, Fax No. (400) 000-0000 and Xxx Xxxx xx Xxxxx-Xitsubishi Xxx., Xxx Xxxx Branch, as Victory Agent ------------------------------------------------------ New York, NY Attention: , Fax No. (212) ----------------- ------------------------------ Ladies and Gentlemen: Reference is made to the Credit and Security Agreement dated as of August 16, 2002 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement") among Boston Scientific Funding Corporation, a Delaware corporation (the "Borrower"), Boston Scientific Corporation, a Delaware corporation as initial Servicer, Blue Ridge Asset Funding Corporation, Victory Receivables Corporation, various Liquidity Banks, The Bank of Tokyo-Mitsubishi Ltd., New York Branch, as a Co-Agent, and Wachovia Bank, National Association, as a Co-Agent and Administrative Agent. Capitalized terms defined in the Credit Agreement are used herein with the same meanings.
Appears in 1 contract
Samples: Credit and Security Agreement (Boston Scientific Corp)
Other Interpretive Matters. All accounting terms defined directly or by incorporation in this Agreement or the other Transaction Documents shall have the defined meanings when used in any certificate or other document delivered pursuant thereto unless otherwise defined therein. For purposes of this Agreement, the other Transaction Documents and all such certificates and other documents, unless the context otherwise requires: (a) accounting terms not otherwise defined in such agreement, and accounting terms partly defined in such agreement to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principles; (b) terms defined in Article 9 of the UCC and not otherwise defined in such agreement are used as defined in such Article; (c) references to any amount as on deposit or outstanding on any particular date means such amount at the close of business on such day; (d) the words "hereof," "herein" and "hereunder" and words of similar import refer to such agreement (or the certificate or other document in which they are used) as a whole and not to any particular provision of such agreement (or such certificate or document); (e) references to any Section, Schedule or Exhibit are references to Sections, Schedules and Exhibits in or to such agreement (or the certificate or other document in which the reference is made), and references to any paragraph, subsection, clause or other subdivision within any Section or definition refer to such paragraph, subsection, clause or other subdivision of such Section or definition; (f) the term "including" means "including without limitation"; (g) references to any law refer to that law as amended from time to time and include any successor law; (h) references to any agreement refer to that agreement as from time to time amended or supplemented or as the terms of such agreement are waived or modified in accordance with its terms; (i) references to any Person include that Person's successors and assigns; (j) headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof; (k) unless otherwise provided, in the calculation of time from a specified date to a later specified date, the term "from" means "from and including", and the terms "to" and "until" each means "to but excluding"; (l) terms in one gender include the parallel terms in the neuter and opposite gender; and (m) "during the continuance of an Amortization Event" means that an Amortization Event has occurred and has not been waived and (n) the preamble and recitals shall constitute a part of this Agreement. EXHIBIT II FORM OF BORROWING REQUEST A PURCHASE REPORT of [BORROWER'S NAMEInsert Seller Name], as Seller For the CALCULATION period beginning [date] BORROWING REQUEST For Borrowing and ending [date] TO: THE BUYER AND THE AGENTS ------------------------------------------- --------------- --------------- ---- Aggregate Outstanding Balance of all Receivables sold by Seller during the period: $____________ A ------------------------------------------- --------------- --------------- ---- Aggregate Outstanding Balance of all Receivables sold during such period which were not Eligible Receivables on the date when sold ("Ineligible Receivables"): ($____________) (B) ------------------------------------------- --------------- --------------- ---- Equals: Aggregate Outstanding Balance of all Eligible Receivables sold during the period (A - B): $____________ =C ------------------------------------------- --------------- --------------- ---- Aggregate Outstanding Balance of all Receivables (if any) contributed during the period: $____________ D ------------------------------------------- --------------- --------------- ---- Aggregate Outstanding Balance of all Receivables (if any) contributed during such period which were not Eligible Receivables on the date when sold: ($____________) (E) ------------------------------------------- --------------- --------------- ---- Equals: Aggregate Outstanding Balance of all Eligible Receivables (if any) contributed during the period (D - E): $____________ =F ------------------------------------------- --------------- --------------- ---- The amount specified in Line F $____________ G Multiplied By: One minus the Discount Factor then in effect: ($____________) (H) ------------------------------------------- --------------- --------------- ---- Equals: Gross amount payable during the period with respect to such Eligible Receivables (G - H) $____________ =I ------------------------------------------- --------------- --------------- ---- The amount specified in Line E $____________ J Multiplied By: One minus the Discount Factor then in effect: ($____________) (K) ------------------------------------------- --------------- --------------- ---- Equals: Gross amount payable during the period with respect to such Ineligible Receivables (J - K) $____________ =L ------------------------------------------- --------------- --------------- ---- Sum of (I) + (L) $____________ M ------------------------------------------- --------------- --------------- ---- Less: Total Purchase Price Credits arising during the Period: ($____________) (N) ------------------------------------------- --------------- --------------- ---- -------------------------------------------------------------------------------- Equals: Purchase Price payable during the Period (M - N): $____________ =O ------------------------------------------- --------------- --------------- ---- Less: Cash Purchase Price Paid to Seller during the Period: $____________ P ------------------------------------------- --------------- --------------- ---- Less: Subordinated Loans made by Seller during the Period: $____________ Q ------------------------------------------- --------------- --------------- ---- Equals: Purchase Price owed to BSX for the period (O - P - Q): $____________ =S ------------------------------------------- --------------- --------------- ---- Less: Demand Advances made by Borrower to BSX during the Period: ($____________) T ------------------------------------------- --------------- --------------- ---- Plus: Demand Advances re-paid to Borrower by BSX during the Period: $____________ U ------------------------------------------- --------------- --------------- ---- Equals: Cash to be paid by Borrower to BSX $____________ V -------------------------------------------------------------------------------- EXHIBIT B SUBORDINATED NOTE (Non-Negotiable) [Date] FOR VALUE RECEIVED, the undersigned, Boston Scientific Funding Corporation, a Delaware corporation (the "Buyer"), promises to pay to _______________, a _____________ Wachovia Bank(the "Seller"), National Association, as Blue Ridge Agent 191 Peachtree Street, N.E., GA-31261 Atlanta, Georgia 30303 Attention: Elizabeth R. Wagner, Fax No. (400) 000-0000 and Xxx Xxxx xx Xxxxx-Xitsubishi Xxx., Xxx Xxxx Branch, as Victory Agent ------------------------------------------------------ New York, NY Attention: , Fax No. (212) ----------------- ------------------------------ Ladies and Gentlemen: Reference is made to the Credit extent of the Buyer's Available Funds and Security on the terms and subject to the limitations and conditions set forth herein and in the Sale Agreement dated as referred to below, the principal sum of August 16, 2002 (as amended, supplemented or otherwise modified the aggregate unpaid Purchase Price of all Receivables purchased from time to time, time by the "Credit Buyer from the Seller pursuant to such Sale Agreement") among Boston Scientific Funding Corporation, a Delaware corporation (the "Borrower"), Boston Scientific Corporation, a Delaware corporation as initial Servicer, Blue Ridge Asset Funding Corporation, Victory Receivables Corporation, various Liquidity Banks, The Bank of Tokyo-Mitsubishi Ltd., New York Branch, as a Co-Agent, and Wachovia Bank, National Association, as a Co-Agent and Administrative Agent. Capitalized terms defined such unpaid Purchase Price is shown in the Credit Agreement are used herein with records of the same meaningsSeller.
Appears in 1 contract
Samples: Receivables Sale Agreement (Boston Scientific Corp)
Other Interpretive Matters. All accounting terms defined directly or by incorporation in this Agreement or the other Transaction Documents shall have the defined meanings when used in any certificate or other document delivered pursuant thereto unless otherwise defined therein. For purposes of this Agreement, the other Transaction Documents Agreement and all such certificates and other documents, unless the context otherwise requires: (a) except as otherwise expressly provided herein, all terms of an accounting terms not otherwise defined or financial nature shall be construed in such agreementaccordance with GAAP, and accounting terms partly defined as in such agreement effect from time to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principlestime; (b) terms defined in Article 9 of the UCC and not otherwise defined in such agreement are used as defined in such Article; (c) references to any amount as on deposit or outstanding on any particular date means such amount at the close of business on such day; (d) the words "“hereof," "” “herein" ” and "“hereunder" ” and words of similar import refer to such agreement (or the certificate or other document in which they are used) as a whole and not to any particular provision of such agreement (or such certificate or document); (e) references to any Section, Schedule or Exhibit are references to Sections, Schedules and Exhibits in or to such agreement (or the certificate or other document in which the reference is made), and references to any paragraph, subsection, clause or other subdivision within any Section or definition refer to such paragraph, subsection, clause or other subdivision of such Section or definition; (f) the term "“including" ” means "“including without limitation"”; (g) references to any law Applicable Law refer to that law Applicable Law as amended from time to time and include any successor lawApplicable Law; (h) references to any agreement refer to that agreement as from time to time amended amended, restated, extended or supplemented or as the terms of such agreement are waived or modified in accordance with its terms; (i) references to any Person include that Person's ’s permitted successors and assigns; (j) headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof; (k) unless otherwise provided, in the calculation of time from a specified date to a later specified date, the term "“from" ” means "“from and including", ,” and the terms "“to" ” and "“until" ” each means "“to but excluding"”; (l) terms in one gender include the parallel terms in the neuter and opposite gender; and (m) "during the continuance term “or” is not Exhibit A- 8 734109631 19632855 Exhibit B 736993534 19632855 EXHIBIT B DEBTOR SECURED PARTY FILING OFFICE FILE NUMBER FILING DATE Hanesbrands Inc. JPMorgan Chase Bank, N.A, as Collateral Agent Maryland Department of an Amortization Event" means that an Amortization Event has occurred Assets and has not been waived Taxation 0000000181479184 08/06/2013 Hanesbrands Inc. JPMorgan Chase Bank, N.A., as Collateral Agent Maryland Department of Assets and (n) the preamble and recitals shall constitute a part Taxation 171215-1629002 12/15/2017 Knights Apparel LLC JPMorgan Chase Bank, N.A., as Collateral Agent Secretary of this Agreement. EXHIBIT II FORM OF BORROWING REQUEST [BORROWER'S NAME] BORROWING REQUEST For Borrowing on __________________ Wachovia State of Delaware 2015 1532893 04/09/2015 Knights Apparel LLC JPMorgan Chase Bank, N.A., as Collateral Agent Secretary of State of Delaware 2016 0443034 01/22/2016 Knights Apparel LLC JPMorgan Chase Bank, N.A., as Collateral Agent Secretary of State of Delaware 2017 8319370 12/15/2017 GFSI LLC JPMorgan Chase Bank, N.A., as Collateral Agent Secretary of State of Delaware 2010 3819301 11/01/2010 GFSI LLC JPMorgan Chase Bank, N.A., as Collateral Agent Secretary of State of Delaware 2013 3075430 08/06/2013 GFSI LLC JPMorgan Chase Bank, N.A., as Collateral Agent Secretary of State of Delaware 2014 3489671 08/29/2014 GFSI LLC JPMorgan Chase Bank, N.A., as Collateral Agent Secretary of State of Delaware 2016 2820130 05/11/2016 GFSI LLC JPMorgan Chase Bank, N.A., as Collateral Agent Secretary of State of Delaware 2017 8316681 12/15/2017 CC Products LLC JPMorgan Chase Bank, N.A., as Collateral Agent Secretary of State of Delaware 2014 3489572 08/29/2014 CC Products LLC JPMorgan Chase Bank, N.A., as Collateral Agent Secretary of State of Delaware 2016 2821039 05/11/2016 CC Products LLC JPMorgan Chase Bank, N.A., as Collateral Agent Secretary of State of Delaware 2017 8316335 12/15/2017 CC Products LLC JPMorgan Chase Bank, N.A., as Collateral Agent Secretary of State of Delaware 2010 3819186 11/01/2010 Alternative Apparel, Inc. JPMorgan Chase Bank, N.A., as Collateral Agent Secretary of State of Delaware 2017 8315675 12/15/2017 Hanesbrands Inc. -Assignor/SP- HBI Receivables LLC -SP/Assignee PNC Bank, National Association., as Blue Ridge Agent 191 Peachtree Street, N.E., GA-31261 Atlanta, Georgia 30303 Attention: Elizabeth R. Wagner, Fax No. (400) 000-0000 Maryland Department of Assessments and Xxx Xxxx xx Xxxxx-Xitsubishi Xxx., Xxx Xxxx Branch, as Victory Agent ------------------------------------------------------ New York, NY Attention: , Fax No. (212) ----------------- ------------------------------ Ladies and Gentlemen: Reference is made to the Credit and Security Agreement dated as of August 16, 2002 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement") among Boston Scientific Funding Corporation, a Delaware corporation (the "Borrower"), Boston Scientific Corporation, a Delaware corporation as initial Servicer, Blue Ridge Asset Funding Corporation, Victory Receivables Corporation, various Liquidity Banks, The Bank of Tokyo-Mitsubishi Ltd., New York Branch, as a Co-Agent, and Wachovia Bank, National Association, as a Co-Agent and Administrative Agent. Capitalized terms defined in the Credit Agreement are used herein with the same meanings.Taxation 000000181326115 11/27/2007
Appears in 1 contract
Samples: Master Receivables Purchase Agreement (Hanesbrands Inc.)
Other Interpretive Matters. (a) All accounting terms defined directly or by incorporation in this Agreement or the other Transaction Documents Sale Agreement shall have the defined meanings when used in any certificate or other document delivered pursuant thereto unless otherwise defined therein. For purposes of this Agreement, the other Transaction Documents Sale Agreement and all such certificates and other documents, unless the context otherwise requires: (a) except as otherwise expressly provided herein, all terms of an accounting terms not otherwise defined or financial nature shall be construed in such agreementaccordance with GAAP, and accounting terms partly defined as in such agreement effect from time to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principlestime; (b) terms defined in Article 9 of the UCC and not otherwise defined in such agreement are used as defined in such Article; (c) references to any amount as on deposit or outstanding on any particular date means such amount at the close of business on such day; (d) the words "“hereof," "” “herein" ” and "“hereunder" ” and words of similar import refer to such agreement (or the certificate or other document in which they are used) as a whole and not to any particular provision of such agreement (or such certificate or document); (e) references to any Section, Schedule or Exhibit are references to Sections, Schedules and Exhibits in or to such agreement (or the certificate or other document in which the reference is made), and references to any paragraph, subsection, clause or other subdivision within any Section or definition refer to such paragraph, subsection, clause or other subdivision of such Section or definitionterm “including” means “including without limitation”; (f) the term "including" means "including without limitation"; (g) references to any law Law refer to that law Law as amended from time to time and include any successor lawLaw; (hg) references to any agreement refer to that agreement as from time to time amended amended, restated, extended, or supplemented or as the terms of such agreement are waived or modified in accordance with its terms; (ih) references to any Person include that Person's ’s permitted successors and assigns; (ji) headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof; (kj) unless otherwise provided, in the calculation of time from a specified date to a later specified date, the term "“from" ” means "“from and including"”, and the terms "“to" ” and "“until" ” each means "“to but excluding"”; (lk) terms in one gender include the parallel terms in the neuter and opposite gender; if any calculation to be made hereunder refers to a Settlement Period (mor any portion thereof) "during the continuance of an Amortization Event" means that an Amortization Event has would have occurred and has not been waived and (n) the preamble and recitals shall constitute a part of this Agreement. EXHIBIT II FORM OF BORROWING REQUEST [BORROWER'S NAME] BORROWING REQUEST For Borrowing on __________________ Wachovia Bank, National Association, as Blue Ridge Agent 191 Peachtree Street, N.E., GA-31261 Atlanta, Georgia 30303 Attention: Elizabeth R. Wagner, Fax No. (400) 000-0000 and Xxx Xxxx xx Xxxxx-Xitsubishi Xxx., Xxx Xxxx Branch, as Victory Agent ------------------------------------------------------ New York, NY Attention: , Fax No. (212) ----------------- ------------------------------ Ladies and Gentlemen: Reference is made prior to the Credit and Security Agreement dated as of August 16Closing Date, 2002 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement") among Boston Scientific Funding Corporation, a Delaware corporation (the "Borrower"), Boston Scientific Corporation, a Delaware corporation as initial Servicer, Blue Ridge Asset Funding Corporation, Victory Receivables Corporation, various Liquidity Banks, The Bank of Tokyo-Mitsubishi Ltd., New York Branch, as a Co-Agent, and Wachovia Bank, National Association, as a Co-Agent and Administrative Agent. Capitalized terms defined in the Credit Agreement are used herein with the same meanings.such reference shall be A-39 SK 28677 0004 8494650 v1217
Appears in 1 contract
Other Interpretive Matters. All accounting terms defined directly or by incorporation in this Agreement or the other Transaction Documents shall have the defined meanings when used in any certificate or other document delivered pursuant thereto unless otherwise defined therein. For purposes of this Agreement, the other Transaction Documents and all such certificates and other documents, unless the context otherwise requires: (a) accounting terms not otherwise defined in such agreement, and accounting terms partly defined in such agreement to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principles; (b) terms defined in Article 9 of the UCC and not otherwise defined in such agreement are used as defined in such Article; (c) references to any amount as on deposit or outstanding on any particular date means such amount at the close of business on such day; (d) the words "“hereof," "” “herein" ” and "“hereunder" ” and words of similar import refer to such agreement (or the certificate or other document in which they are used) as a whole and not to any particular provision of such agreement (or such certificate or document); (e) references to any Section, Schedule or Exhibit are references to Sections, Schedules and Exhibits in or to such agreement (or the certificate or other document in which the reference is made), and references to any paragraph, subsection, clause or other subdivision within any Section or definition refer to such paragraph, subsection, clause or other subdivision of such Section or definition; (f) the term "“including" ” means "“including without limitation"”; (g) references to any law refer to that law as amended from time to time and include any successor law; (h) references to any agreement refer to that agreement as from time to time amended or supplemented or as the terms of such agreement are waived or modified in accordance with its terms; (i) references to any Person include that Person's ’s successors and assigns; (j) headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof; (k) unless otherwise provided, in the calculation of time from a specified date to a later specified date, the term "“from" ” means "“from and including"”, and the terms "“to" ” and "“until" ” each means "“to but excluding"”; (l) terms in one gender include the parallel terms in the neuter and opposite gender; (m) "“during the continuance of an Amortization Event" ” means that an Amortization Event has occurred and has not been waived and (n) the preamble and recitals shall constitute a part of this Agreement. EXHIBIT II FORM OF BORROWING REQUEST Second Amended and Restated Credit and Security Agreement [BORROWER'S NAMEBorrower’s Name] BORROWING REQUEST For Borrowing on __________________ Wachovia Wxxxx Fargo Bank, National Association, as Blue Ridge Co-Agent 191 Peachtree Street10 Xxxxxxxxx Xxxx, N.E., GA-31261 Suite 1100 Atlanta, Georgia 30303 GA 30328 Attention: Elizabeth R. Wagner, Fax No. Mxxxxxx Xxxxxx Email: mxxxxxx.xxxxxx@xxxxxxxxxx.xxx Facsimile: (400000) 000-0000 and Xxx Xxxx xx Xxxxx-Xitsubishi Xxx.SMBC Nikko Securities America, Xxx Xxxx BranchInc., as Victory Co-Agent ------------------------------------------------------ New York200 Xxxx Xxxxxx Xxx Xxxx, NY XX 00000 Attention: Structured Finance Group Email: AXXXXX@xxxxxxxxx-xx.xxx Facsimile: (000) 000-0000 Sumitomo Mitsui Banking Corporation, Fax No. as Lender 200 Xxxx Xxx Xxx Xxxx, XX 00000 Attn: Kxxxx XxXxxxxxx Phone: 200-000-0000 Email: axxxxxxxxxxxxx@xxxxxxxxx.xxx Facsimile: (212000) ----------------- ------------------------------ 000-0000 Ladies and Gentlemen: Reference is made to the Second Amended and Restated Credit and Security Agreement dated as of August 16February 7, 2002 2017 (as amended, supplemented or otherwise modified from time to time, the "“Credit Agreement"”) among Boston Scientific Funding CorporationLLC, a Delaware corporation limited liability company (the "“Borrower"”), Boston Scientific Corporation, a Delaware corporation as initial Servicer, Blue Ridge Asset Funding Corporation, Victory Receivables Corporation, various Liquidity Banks, The Bank of Tokyo-Mitsubishi Ltd., New York Branch, as a the Lenders and Co-Agent, Agents party thereto from time to time and Wachovia Wxxxx Fargo Bank, National Association, as a Co-Agent and Administrative Agent. Capitalized terms defined in the Credit Agreement are used herein with the same meanings.
Appears in 1 contract
Samples: Credit and Security Agreement (Boston Scientific Corp)
Other Interpretive Matters. All accounting terms defined directly or by incorporation in this Agreement or the other Transaction Documents Sale Agreement shall have the defined meanings when used in any certificate or other document delivered pursuant thereto unless otherwise defined therein. For purposes of this Agreement, the other Transaction Documents Sale Agreement and all such certificates and other documents, unless the context otherwise requires: (a) accounting terms not otherwise defined in such agreement, and accounting terms partly defined in such agreement to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principlesprinciples consistently applied; (b) terms defined in Article 9 of the UCC and not otherwise defined in such agreement are used as defined in such Article; (c) references to any amount as on deposit or outstanding on any particular date means such amount at the close of business on such day; (d) the words "“hereof," "” “herein" ” and "“hereunder" ” and words of similar import refer to such agreement (or the certificate or other document in which they are used) as a whole and not to any particular provision of such agreement (or such certificate or document); (e) references to any Section, Schedule or Exhibit are references to Sections, Schedules and Exhibits in or to such agreement (or the certificate or other document in which the reference is made), and references to any paragraph, subsection, clause or other subdivision within any Section or definition refer to such paragraph, subsection, clause or other subdivision of such Section or definition; (f) the term "“including" ” means "“including without limitation"”; (g) references to any law Law refer to that law Law as amended from time to time and include any successor lawLaw; (h) references to any agreement refer to that agreement as from time to time amended or supplemented or as the terms of such agreement are waived or modified in accordance with its terms; (i) references to any Person include that Person's ’s successors and assigns; (j) headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof; (k) unless otherwise provided, in the calculation of time from a specified date to a later specified date, the term "“from" ” means "“from and including"”, and the terms "“to" ” and "“until" ” each means "“to but excluding"”; (l) if any calculation to be made hereunder refers to a Settlement Period (or any portion thereof) that would have occurred prior to the Closing Date, such reference shall be deemed to be a reference to the applicable calendar month; (m) for the purposes of calculating the Required Reserves (or any component thereof) or the calculation of the Default Ratio, Delinquency Ratio or Dilution Ratio, when a component of any such calculation is determined by reference to the first Settlement Period, such first Settlement Period for such purposes shall be deemed to refer to the first full calendar month after the Closing Date; (n) terms in one gender include the parallel terms in the neuter and opposite gender; (m) "during the continuance of an Amortization Event" means that an Amortization Event has occurred and has not been waived and (no) the preamble term “or” is not exclusive. To: The Parties Listed on Schedule A Re: Funding Notice This notice is delivered pursuant to Sections 1.1 and recitals shall constitute a part 1.2 of this Agreement. EXHIBIT II FORM OF BORROWING REQUEST [BORROWER'S NAME] BORROWING REQUEST For Borrowing on __________________ Wachovia Bank, National Association, as Blue Ridge Agent 191 Peachtree Street, N.E., GA-31261 Atlanta, Georgia 30303 Attention: Elizabeth R. Wagner, Fax No. (400) 000-0000 and Xxx Xxxx xx Xxxxx-Xitsubishi Xxx., Xxx Xxxx Branch, as Victory Agent ------------------------------------------------------ New York, NY Attention: , Fax No. (212) ----------------- ------------------------------ Ladies and Gentlemen: Reference is made to the Credit and Security Purchase Agreement dated as of August 16February 21, 2002 2012 (as amendedthe “Agreement”), supplemented or otherwise modified from time to time, the "Credit Agreement") among Boston Scientific Funding CorporationMylan Pharmaceuticals Inc., a Delaware West Virginia corporation (the "Borrower"“MPI”), Boston Scientific Corporation, a Delaware corporation individually and as initial Servicer, Blue Ridge Asset Funding CorporationMylan Securitization LLC, as seller (“Seller”), Market Street Funding, LLC (“Market Street”), as a conduit purchaser, Working Capital Management Co, LP (“WCMC”), as a conduit purchaser, Victory Receivables CorporationCorporation (“Victory”), various Liquidity Banksas a conduit purchaser and the other conduit purchasers from time to time party hereto (each individually, a “Conduit Purchaser” and collectively with Market Street, WCMC and Victory, “Conduit Purchasers”), PNC Bank, National Association (“PNC”), as a committed purchaser, Mizuho Corporate Bank, Ltd (“Mizuho”), as a committed purchaser, SunTrust Bank (“SunTrust”), as a committed purchaser, The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York BranchBranch (“BTMUNY”), as a Co-Agentcommitted purchaser and the other committed purchasers from time to time party hereto (each individually, a “Committed Purchaser” and Wachovia Bankcollectively with PNC, National AssociationSunTrust, Mizuho and BTMUNY, “Committed Purchasers” and collectively with the Conduit Purchasers, “Purchasers”), PNC, as a Co-Agent purchaser agent, Mizuho, as a purchaser agent, SunTrust Xxxxxxxx Xxxxxxxx, Inc., (“STRH”), as a purchaser agent, BTMUNY, as a purchaser agent and Administrative the other purchaser agents from time to time party hereto (each individually, a “Purchaser Agent” and collectively with PNC, STRH, Mizuho and BTMUNY, “Purchaser Agents”), BTMUNY, as agent on behalf of the Secured Parties (“Agent”), the several financial institutions identified on the signature pages hereto as “LOC Issuers” for their respective applicable LOC Groups, and each of the other members of each Group party hereto. Capitalized terms defined in in, or by reference in, the Credit Agreement are used herein with the same meanings.
Appears in 1 contract
Other Interpretive Matters. All accounting terms defined directly or by incorporation in this Agreement or the other Transaction Documents shall have the defined meanings when used in any certificate or other document delivered pursuant thereto unless otherwise defined therein. For purposes of this Agreement, the other Transaction Documents and all such certificates and other documents, unless the context otherwise requires: (a) accounting terms not otherwise defined in such agreement, and accounting terms partly defined in such agreement to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principles; (b) terms defined in Article 9 of the UCC and not otherwise defined in such agreement are used as defined in such Article; (c) references to any amount as on deposit or outstanding on any particular date means such amount at the close of business on such day; (d) the words "hereof," "herein" and "hereunder" and words of similar import refer to such agreement (or the certificate or other document in which they are used) as a whole and not to any particular provision of such agreement (or such certificate or document); (e) references to any Section, Schedule or Exhibit are references to Sections, Schedules and Exhibits in or to such agreement (or the certificate or other document in which the reference is made), and references to any paragraph, subsection, clause or other subdivision within any Section or definition refer to such paragraph, subsection, clause or other subdivision of such Section or definition; (f) the term "including" means "including without limitation"; (g) references to any law refer to that law as amended from time to time and include any successor law; (h) references to any agreement refer to that agreement as from time to time amended or supplemented or as the terms of such agreement are waived or modified in accordance with its terms; (i) references to any Person include that Person's successors and assigns; (j) headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof; (k) unless otherwise provided, in the calculation of time from a specified date to a later specified date, the term "from" means "from and including", and the terms "to" and "until" each means "to but excluding"; (l) terms in one gender include the parallel terms in the neuter and opposite gender; and (m) "during the continuance of an Amortization Event" means that an Amortization Event has occurred and has not been waived and (n) the preamble and recitals shall constitute a part of this Agreement. EXHIBIT II FORM A PURCHASE REPORT OF BORROWING REQUEST [BORROWER'S INSERT SELLER NAME], AS SELLER FOR THE CALCULATION PERIOD BEGINNING [DATE] BORROWING REQUEST For Borrowing on __________________ Wachovia Bank, National Association, as Blue Ridge Agent 191 Peachtree Street, N.E., GA-31261 Atlanta, Georgia 30303 Attention: Elizabeth R. Wagner, Fax No. (400) 000-0000 and Xxx Xxxx xx Xxxxx-Xitsubishi Xxx., Xxx Xxxx Branch, as Victory Agent ------------------------------------------------------ New York, NY Attention: , Fax No. (212) ----------------- ------------------------------ Ladies and Gentlemen: Reference is made to the Credit and Security Agreement dated as of August 16, 2002 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement") among Boston Scientific Funding Corporation, a Delaware corporation (the "Borrower"), Boston Scientific Corporation, a Delaware corporation as initial Servicer, Blue Ridge Asset Funding Corporation, Victory Receivables Corporation, various Liquidity Banks, The Bank of Tokyo-Mitsubishi Ltd., New York Branch, as a Co-Agent, and Wachovia Bank, National Association, as a Co-Agent and Administrative Agent. Capitalized terms defined in the Credit Agreement are used herein with the same meanings.AND ENDING [DATE]
Appears in 1 contract
Samples: Receivables Sale Agreement (Boston Scientific Corp)
Other Interpretive Matters. All accounting terms defined directly or by incorporation in this Agreement or the other Transaction Documents shall have the defined meanings when used in any certificate or other document delivered pursuant thereto unless otherwise defined therein. For purposes of this Agreement, the other Transaction Documents Agreement and all such certificates and other documents, unless the context otherwise requires: (a) except as otherwise expressly provided herein, all terms of an accounting terms not otherwise defined or financial nature shall be construed in such agreementaccordance with GAAP, and accounting terms partly defined as in such agreement effect from time to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principlestime; (b) terms defined in Article 9 of the UCC and not otherwise defined in such agreement are used as defined in such Article; (c) references to any amount as on deposit or outstanding on any particular date means such amount at the close of business on such day; (d) the words "“hereof," "” “herein" ” and "“hereunder" ” and words of similar import refer to such agreement (or the certificate or other document in which they are used) as a whole and not to any particular provision of such agreement (or such certificate or document); (e) references to any Section, Schedule or Exhibit are references to Sections, Schedules and Exhibits in or to such agreement (or the certificate or other document in which the reference is made), and references to any paragraph, subsection, clause or other subdivision within any Section or definition refer to such paragraph, subsection, clause or other subdivision of such Section or definition; (f) the term "“including" ” means "“including without limitation"”; (g) references to any law Applicable Law refer to that law Applicable Law as amended from time to time and include any successor lawApplicable Law; (h) references to any agreement refer to that agreement as from time to time amended amended, restated, extended or supplemented or as the terms of such agreement are waived or modified in accordance with its terms; (i) references to any Person include that Person's ’s permitted successors and assigns; (j) headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof; (k) unless otherwise provided, in the calculation of time from a specified date to a later specified date, the term "“from" ” means "“from and including", ,” and the terms "“to" ” and "“until" ” each means "“to but excluding"”; (l) terms in one gender include the parallel terms in the neuter and opposite gender; and (m) "during the continuance of an Amortization Event" means that an Amortization Event has occurred and has term “or” is not been waived and (n) the preamble and recitals shall constitute a part of this Agreement. EXHIBIT II FORM OF BORROWING REQUEST [BORROWER'S NAME] BORROWING REQUEST For Borrowing on __________________ Wachovia Bank, National Association, as Blue Ridge Agent 191 Peachtree Street, N.E., GA-31261 Atlanta, Georgia 30303 Attention: Elizabeth R. Wagner, Fax No. (400) 000-0000 and Xxx Xxxx xx Xxxxx-Xitsubishi Xxxexclusive., Xxx Xxxx Branch, as Victory Agent ------------------------------------------------------ New York, NY Attention: , Fax No. (212) ----------------- ------------------------------ Ladies and Gentlemen: Reference is made to the Credit and Security Agreement dated as of August 16, 2002 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement") among Boston Scientific Funding Corporation, a Delaware corporation (the "Borrower"), Boston Scientific Corporation, a Delaware corporation as initial Servicer, Blue Ridge Asset Funding Corporation, Victory Receivables Corporation, various Liquidity Banks, The Bank of Tokyo-Mitsubishi Ltd., New York Branch, as a Co-Agent, and Wachovia Bank, National Association, as a Co-Agent and Administrative Agent. Capitalized terms defined in the Credit Agreement are used herein with the same meanings.
Appears in 1 contract
Samples: Master Receivables Purchase Agreement (Hanesbrands Inc.)
Other Interpretive Matters. All accounting terms defined directly or by incorporation in this Agreement or the other Transaction Documents shall have the defined meanings when used in any certificate or other document delivered pursuant thereto unless otherwise defined therein. For purposes of this Agreement, the other Transaction Documents and all such certificates and other documents, unless the context otherwise requires: (a) accounting terms not otherwise defined in such agreement, and accounting terms partly defined in such agreement to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principles; (b) terms defined in Article 9 of the UCC and not otherwise defined in such agreement are used as defined in such Article; (c) references to any amount as on deposit or outstanding on any particular date means such amount at the close of business on such day; (d) the words "“hereof," "” “herein" ” and "“hereunder" ” and words of similar import refer to such agreement (or the certificate or other document in which they are used) as a whole and not to any particular provision of such agreement (or such certificate or document); (e) references to any Section, Schedule or Exhibit are references to Sections, Schedules and Exhibits in or to such agreement (or the certificate or other document in which the reference is made), and references to any paragraph, subsection, clause or other subdivision within any Section or definition refer to such paragraph, subsection, clause or other subdivision of such Section or definition; (f) the term "“including" ” means "“including without limitation"”; (g) references to any law refer to that law as amended from time to time and include any successor law; (h) references to any agreement refer to that agreement as from time to time amended or supplemented or as the terms of such agreement are waived or modified in accordance with its terms; (i) references to any Person include that Person's ’s successors and assigns; (j) headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof; (k) unless otherwise provided, in the calculation of time from a specified date to a later specified date, the term "“from" ” means "“from and including"”, and the terms "“to" ” and "“until" ” each means "“to but excluding"”; (l) terms in one gender include the parallel terms in the neuter and opposite gender; and (m) "during the continuance of an Amortization Event" means that an Amortization Event has occurred and has not been waived and (n) the preamble and recitals shall constitute a part of this Agreement. EXHIBIT II FORM A PURCHASE REPORT OF BORROWING REQUEST [BORROWER'S INSERT SELLER NAME], AS SELLER FOR THE CALCULATION PERIOD BEGINNING [DATE] BORROWING REQUEST For Borrowing on __________________ Wachovia Bank, National Association, as Blue Ridge Agent 191 Peachtree Street, N.E., GA-31261 Atlanta, Georgia 30303 Attention: Elizabeth R. Wagner, Fax No. (400) 000-0000 and Xxx Xxxx xx Xxxxx-Xitsubishi Xxx., Xxx Xxxx Branch, as Victory Agent ------------------------------------------------------ New York, NY Attention: , Fax No. (212) ----------------- ------------------------------ Ladies and Gentlemen: Reference is made to the Credit and Security Agreement dated as of August 16, 2002 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement") among Boston Scientific Funding Corporation, a Delaware corporation (the "Borrower"), Boston Scientific Corporation, a Delaware corporation as initial Servicer, Blue Ridge Asset Funding Corporation, Victory Receivables Corporation, various Liquidity Banks, The Bank of Tokyo-Mitsubishi Ltd., New York Branch, as a Co-Agent, and Wachovia Bank, National Association, as a Co-Agent and Administrative Agent. Capitalized terms defined in the Credit Agreement are used herein with the same meanings.AND ENDING [DATE] -------
Appears in 1 contract
Samples: Receivables Sale Agreement (Boston Scientific Corp)
Other Interpretive Matters. All accounting terms defined directly or by incorporation in this Agreement or the other Transaction Documents Sale Agreement shall have the defined meanings when used in any certificate or other document delivered pursuant thereto unless otherwise defined therein. For purposes of this Agreement, the other Transaction Documents Sale Agreement and all such certificates and other documents, unless the context otherwise requires: (a) except as otherwise expressly provided herein, all terms of an accounting terms not otherwise defined or financial nature shall be construed in such agreementaccordance with GAAP, and accounting terms partly defined as in such agreement effect from time to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principlestime; (b) terms defined in Article 9 of the UCC and not otherwise defined in such agreement are used as defined in such Article; (c) references to any amount as on deposit or outstanding on any particular date means such amount at the close of business on such day; (d) the words "“hereof," "” “herein" ” and "“hereunder" ” and words of similar import refer to such agreement (or the certificate or other document in which they are used) as a whole and not to any particular provision of such agreement (or such certificate or document); (e) references to any Section, Schedule Schedule, or Exhibit are references to Sections, Schedules Schedules, and Exhibits in or to such agreement (or the certificate or other document in which the reference is made), and references to any paragraph, subsection, clause clause, or other subdivision within any Section or definition refer to such paragraph, subsection, clause clause, or other subdivision of such Section or definition; (f) the term "“including" ” means "“including without limitation"”; (g) references to any law Law refer to that law Law as amended from time to time and include any successor lawLaw; (h) references to any agreement refer to that agreement as from time to time amended amended, restated, extended, or supplemented or as the terms of such agreement are waived or modified in accordance with its terms; (i) references to any Person include that Person's ’s permitted successors and assigns; (j) headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof; (k) unless otherwise provided, in the calculation of time from a specified date to a later specified date, the term "“from" ” means "“from and including"”, and the terms "“to" ” and "“until" ” each means "to but excluding"; (l) terms in one gender include the parallel terms in the neuter and opposite gender; (m) "during the continuance of an Amortization Event" means that an Amortization Event has occurred and has not been waived and (n) the preamble and recitals shall constitute a part of this Agreement. EXHIBIT II FORM OF BORROWING REQUEST [BORROWER'S NAME] BORROWING REQUEST For Borrowing on __________________ Wachovia Bank, National Association, as Blue Ridge Agent 191 Peachtree Street, N.E., GA-31261 Atlanta, Georgia 30303 Attention: Elizabeth R. Wagner, Fax No. (400) 000-0000 and Xxx Xxxx xx Xxxxx-Xitsubishi Xxx., Xxx Xxxx Branch, as Victory Agent ------------------------------------------------------ New York, NY Attention: , Fax No. (212) ----------------- ------------------------------ Ladies and Gentlemen: Reference is made to the Credit and Security Agreement dated as of August 16, 2002 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement") among Boston Scientific Funding Corporation, a Delaware corporation (the "Borrower"), Boston Scientific Corporation, a Delaware corporation as initial Servicer, Blue Ridge Asset Funding Corporation, Victory Receivables Corporation, various Liquidity Banks, The Bank of Tokyo-Mitsubishi Ltd., New York Branch, as a Co-Agent, and Wachovia Bank, National Association, as a Co-Agent and Administrative Agent. Capitalized terms defined in the Credit Agreement are used herein with the same meanings.means
Appears in 1 contract
Other Interpretive Matters. All accounting terms defined directly or by incorporation in this Agreement or the other Transaction Documents shall have the defined meanings when used in any certificate or other document delivered pursuant thereto unless otherwise defined therein. For purposes of this Agreement, the other Transaction Documents and all such certificates and other documents, unless the context otherwise requires: (a) accounting terms not otherwise defined in such agreement, and accounting terms partly defined in such agreement to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principles; (b) terms defined in Article 9 of the UCC and not otherwise defined in such agreement are used as defined in such Article; (c) references to any amount as on deposit or outstanding on any particular date means such amount at the close of business on such day; (d) the words "hereof," "herein" and "hereunder" and words of similar import refer to such agreement (or the certificate or other document in which they are used) as a whole and not to any particular provision of such agreement (or such certificate or document); (e) references to any Section, Schedule or Exhibit are references to Sections, Schedules and Exhibits in or to such agreement (or the certificate or other document in which the reference is made), and references to any paragraph, subsection, clause or other subdivision within any Section or definition refer to such paragraph, subsection, clause or other subdivision of such Section or definition; (f) the term "including" means "including without limitation"; (g) references to any law refer to that law as amended from time to time and include any successor law; (h) references to any agreement refer to that agreement as from time to time amended or supplemented or as the terms of such agreement are waived or modified in accordance with its terms; (i) references to any Person include that Person's successors and assigns; (j) headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof; (k) unless otherwise provided, in the calculation of time from a specified date to a later specified date, the term "from" means "from and including", and the terms "to" and "until" each means "to but excluding"; (l) terms in one gender include the parallel terms in the neuter and opposite gender; (m) "during the continuance of an Amortization Event" means that an Amortization Event has occurred and has not been waived and (n) the preamble and recitals shall constitute a part of this Agreement. EXHIBIT II FORM OF BORROWING REQUEST [BORROWER'S NAMEBorrower's Name] BORROWING REQUEST For Borrowing on _____________ Royal Bank of Canada, as Old Line Agent 2751 Centerville Road, Suite 212 Wilmington, DE 19808 Attention: Xxx Xxxxxx, Xxx Xx. (000) 000-0000 The Bank xx Xxxxx-Xitsubishi XXX, Xxx., Xxx York Branch, as Victory Agent ___________________________________ Wachovia Bank, National Association, as Blue Ridge Agent 191 Peachtree Street, N.E., GA-31261 Atlanta, Georgia 30303 Attention: Elizabeth R. Wagner, Fax No. (400) 000-0000 and Xxx Xxxx xx Xxxxx-Xitsubishi Xxx., Xxx Xxxx Branch, as Victory Agent ------------------------------------------------------ New York, NY Attention: _____________________, Fax No. (212) ----------------- ------------------------------ )_____________________ [SPECIFY Co-Agent] Ladies and Gentlemen: Reference is made to the Amended and Restated Credit and Security Agreement dated as of August 16November 7, 2002 2007 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement") among Boston Scientific Funding CorporationLLC, a Delaware corporation limited liability company (the "Borrower"), Boston Scientific Corporation, a Delaware corporation as initial Servicer, Blue Ridge Asset Funding CorporationOld Line Funding, LLC, Victory Receivables Corporation, various Liquidity Banks, The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as a Co-Agent, and Wachovia Bank, National AssociationRoyal Bank of Canada, as a Co-Agent and Administrative Agent. Capitalized terms defined in the Credit Agreement are used herein with the same meanings.
Appears in 1 contract
Samples: Credit and Security Agreement (Boston Scientific Corp)
Other Interpretive Matters. All accounting terms defined directly or by incorporation in this Agreement or the other Transaction Documents shall have the defined meanings when used in any certificate or other document delivered pursuant thereto unless otherwise defined therein. For purposes of this Agreement, the other Transaction Documents Agreement and all such certificates and other documents, unless the context otherwise requires: (a) except as otherwise expressly provided herein, all terms of an accounting terms not otherwise defined or financial nature shall be construed in such agreementaccordance with GAAP, and accounting terms partly defined as in such agreement effect from time to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principlestime; (b) terms defined in Article 9 of the UCC and not otherwise defined in such agreement are used as defined in such Article; (c) references to any amount as on deposit or outstanding on any particular date means such amount at the close of business on such day; (d) the words "“hereof," "” “herein" ” and "“hereunder" ” and words of similar import refer to such agreement (or the certificate or other document in which they are used) as a whole and not to any particular provision of such agreement (or such certificate or document); (e) references to any Section, Schedule or Exhibit are references to Sections, Schedules and Exhibits in or to such agreement (or the certificate or other document in which the reference is made), and references to any paragraph, subsection, clause or other subdivision within any Section or definition refer to such paragraph, subsection, clause or other subdivision of such Section or definition; (f) the term "“including" ” means "“including without limitation"”; (g) references to any law Applicable Law refer to that law Applicable Law as amended from time to time and include any successor lawApplicable Law; (h) references to any agreement refer to that agreement as from time to time amended amended, restated, extended or supplemented or as the terms of such agreement are waived or modified in accordance with its terms; (i) references to any Person include that Person's ’s permitted successors and assigns; (j) headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof; (k) unless otherwise provided, in the calculation of time from a specified date to a later specified date, the term "“from" ” means "“from and including", ,” and the terms "“to" ” and "“until" ” each means "“to but excluding"”; (l) terms in one gender include the parallel terms in the neuter and opposite gender; and (m) "during the continuance of an Amortization Event" means that an Amortization Event has occurred and has term “or” is not been waived and (n) the preamble and recitals shall constitute a part of this Agreementexclusive. EXHIBIT II FORM OF BORROWING REQUEST [BORROWER'S NAME] BORROWING REQUEST For Borrowing on __________________ Wachovia Bank, National Association, as Blue Ridge Agent 191 Peachtree Street, N.E., GA-31261 Atlanta, Georgia 30303 Attention: Elizabeth R. Wagner, Fax No. (400) 000-0000 and Xxx Xxxx xx Xxxxx-Xitsubishi Xxx., Xxx Xxxx Branch, as Victory Agent ------------------------------------------------------ New York, NY Attention: , Fax No. (212) ----------------- ------------------------------ Ladies and Gentlemen: Reference is made to the Credit and Security Agreement dated as of August 16, 2002 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement") among Boston Scientific Funding Corporation, a Delaware corporation (the "Borrower"), Boston Scientific Corporation, a Delaware corporation as initial Servicer, Blue Ridge Asset Funding Corporation, Victory Receivables Corporation, various Liquidity Banks, The Bank of Tokyo-Mitsubishi Ltd., New York Branch, as a Co-Agent, and Wachovia Bank, National Association, as a Co-Agent and Administrative Agent. Capitalized terms defined in the Credit Agreement are used herein with the same meanings.Exhibit A-11 750740423 19632855
Appears in 1 contract
Samples: Master Receivables Purchase Agreement (Hanesbrands Inc.)
Other Interpretive Matters. All accounting terms defined directly or by incorporation in this Agreement or the other Transaction Documents Sale Agreement shall have the defined meanings when used in any certificate or other document delivered pursuant thereto unless otherwise defined therein. For purposes of this Agreement, the other Transaction Documents Sale Agreement and all such certificates and other documents, unless the context otherwise requires: (a) accounting terms not otherwise defined in such agreement, and accounting terms partly defined in such agreement to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principlesprinciples consistently applied; (b) terms defined in Article 9 of the UCC and not otherwise defined in such agreement are used as defined in such Article; (c) references to any amount as on deposit or outstanding on any particular date means such amount at the close of business on such day; (d) the words "“hereof," "” “herein" ” and "“hereunder" ” and words of similar import refer to such agreement (or the certificate or other document in which they are used) as a whole and not to any particular provision of such agreement (or such certificate or document); (e) references to any Section, Schedule or Exhibit are references to Sections, Schedules and Exhibits in or to such agreement (or the certificate or other document in which the reference is made), and references to any paragraph, subsection, clause or other subdivision within any Section or definition refer to such paragraph, subsection, clause or other subdivision of such Section or definition; (f) the term "“including" ” means "“including without limitation"”; (g) references to any law Law refer to that law Law as amended from time to time and include any successor lawLaw; (h) references to any agreement refer to that agreement as from time to time amended or supplemented or as the terms of such agreement are waived or modified in accordance with its terms; (i) references to any Person include that Person's ’s successors and assigns; (j) headings are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof; (k) unless otherwise provided, in the calculation of time from a specified date to a later specified date, the term "“from" ” means "“from and including"”, and the terms "“to" ” and "“until" ” each means "“to but excluding"”; (l) if any calculation to be made hereunder refers to a Settlement Period (or any portion thereof) that would have occurred prior to the Closing Date, such reference shall be deemed to be a reference to the applicable calendar month; (m) for the purposes of calculating the Required Reserves (or any component thereof) or the calculation of the Default Ratio, Delinquency Ratio or Dilution Ratio, when a component of any such calculation is determined by reference to the first Settlement Period, such first Settlement Period for such purposes shall be deemed to refer to the first full calendar month after the Closing Date; (n) terms in one gender include the parallel terms in the neuter and opposite gender; (m) "during the continuance of an Amortization Event" means that an Amortization Event has occurred and has not been waived and (no) the preamble and recitals shall constitute a part of this Agreement. EXHIBIT II FORM OF BORROWING REQUEST [BORROWER'S NAME] BORROWING REQUEST For Borrowing on __________________ Wachovia Bank, National Association, as Blue Ridge Agent 191 Peachtree Street, N.E., GA-31261 Atlanta, Georgia 30303 Attention: Elizabeth R. Wagner, Fax No. (400) 000-0000 and Xxx Xxxx xx Xxxxx-Xitsubishi Xxxterm “or” is not exclusive., Xxx Xxxx Branch, as Victory Agent ------------------------------------------------------ New York, NY Attention: , Fax No. (212) ----------------- ------------------------------ Ladies and Gentlemen: Reference is made to the Credit and Security Agreement dated as of August 16, 2002 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement") among Boston Scientific Funding Corporation, a Delaware corporation (the "Borrower"), Boston Scientific Corporation, a Delaware corporation as initial Servicer, Blue Ridge Asset Funding Corporation, Victory Receivables Corporation, various Liquidity Banks, The Bank of Tokyo-Mitsubishi Ltd., New York Branch, as a Co-Agent, and Wachovia Bank, National Association, as a Co-Agent and Administrative Agent. Capitalized terms defined in the Credit Agreement are used herein with the same meanings.
Appears in 1 contract
