Common use of Payments on Receivables, Collection Accounts Clause in Contracts

Payments on Receivables, Collection Accounts. Each Originator will, at all times, instruct all Obligors to deliver payments on the Pool Receivables to a Collection Account. If any payments on the Pool Receivables or other Collections are received by an Originator, the Seller or the Servicer, it shall hold (or cause such Originator, the Seller or the Servicer to hold) such payments in trust for the benefit of the Seller (and the Administrative Agent and the Purchasers as the Seller’s assignees) and promptly (but in any event within two (2) Business Days after receipt) remit such funds into a Collection Account. The Originators shall not permit funds other than (i) Collections on Pool Receivables and (ii) other Support Assets to be deposited into any Collection Account. If any other funds that do not constitute Collections on Pool Receivables are deposited into any Collection Account, the Originators will cause the Servicer to, within two (2) Business Days, identify and transfer such funds out of the Collection Account to (or pursuant to the instructions of) the Person entitled to such funds. The Originators will not, and will not permit any other Person, to commingle Collections with any other funds in any Collection Account unless agreed by the Administrative Agent in writing. The Originators shall only add (or permit the Servicer to add) a Collection Account to those listed in the Receivables Purchase Agreement, if the Administrative Agent has received notice of such addition and an executed and acknowledged copy of a Security Document (or an amendment thereto) in form and substance acceptable to the Administrative Agent. The Originators shall only close a Collection Account with the prior written consent of the Administrative Agent.

Payments on Receivables, Collection Accounts. Each Originator will, at all times, instruct all Obligors to deliver payments on the Pool Receivables Receivables, free and clear of and without deduction for any taxes, to a Collection AccountAccount or a Collection. If any payments on the Pool Receivables or other Collections are received by an Originator, the Seller Buyer or the Servicer, it shall hold (or cause such Originator, the Seller Buyer or the Servicer to hold) such payments in trust for the benefit of the Seller Buyer (and the Administrative Agent and the Purchasers Lenders as the SellerBuyer’s assignees) and promptly (but in any event within two (2) Business Days after becoming aware of such receipt) remit such funds into a Collection Account. The Originators will cause each Collection Bank to comply with the terms of each applicable Collection Agreement. The Originators shall not permit use commercially reasonable efforts to ensure that no funds other than (i) Collections on Pool Receivables and (ii) other Support Assets Collateral to be deposited into any Collection Account. If any other such funds that do not constitute Collections on Pool Receivables are nevertheless deposited into any Collection Account, the Originators will cause the Servicer to, within two (2) Business Days, identify and transfer such funds out of the Collection Account to (or pursuant to the instructions of) the Person entitled to such funds. The Originators will not, and will not permit any other Person, to commingle Collections with any other funds in any Collection Account unless agreed by the Administrative Agent in writingfunds. The Originators shall only add (or permit the Servicer to add) a Collection Account (or a related Collection), or a Collection Bank to those listed in the Receivables Purchase Financing Agreement, if the Administrative Agent has received notice of such addition and an executed and acknowledged copy of a Security Document Collection Agreement (or an amendment thereto) in form and substance reasonably acceptable to the Administrative AgentAgent from the applicable Collection Bank. The Originators shall only terminate (or permit the Servicer to terminate) a Collection Bank or close a Collection Account (or a related Collection) with the prior written consent of the Administrative Agent.

Payments on Receivables, Collection Accounts. Each Originator will, at all times, instruct all Obligors to deliver payments on the Pool Receivables to a Collection AccountAccount or a Lock-Box. If any payments on the Pool Receivables or other Collections are received by an such Originator, the Seller or the Servicer, it shall hold (or cause such Originator, the Seller or the Servicer to hold) such payments in trust for the benefit of the Seller (Administrative Agent, the Lenders and the Administrative Agent and the Purchasers as the Seller’s assignees) other Secured Parties and promptly (but in any event within two one (21) Business Days Day after receipt) remit such funds into a Collection Account. The Originators Such Originator (or the Servicer on its behalf) will cause each Collection Account Bank to comply with the terms of each applicable Account Control Agreement. Such Originator shall not permit funds other than (i) Collections on Pool Receivables and (ii) other Support Assets Collateral to be deposited into any Collection Account. If any other such funds that do not constitute Collections on Pool Receivables are nevertheless deposited into any Collection Account, the Originators will cause such Originator (or the Servicer to, on its behalf) will within two (2) Business Days, Days identify and transfer such funds out of the Collection Account to (or pursuant to the instructions of) the appropriate Person entitled to such funds. The Originators Such Originator will not, and will not permit the Servicer, any Originator or any other Person, Person to commingle Collections or other funds to which the Administrative Agent, any Lender or any other Secured Party is entitled, with any other funds in any Collection Account unless agreed by the Administrative Agent in writingfunds. The Originators Such Originator shall only add (or permit the Servicer to add) a Collection Account (or a related Lock-Box) or a Collection Account Bank to those listed in the Receivables Purchase Financing Agreement, if the Administrative Agent has received notice of such addition and an executed and acknowledged copy of a Security Document an Account Control Agreement (or an amendment thereto) in form and substance acceptable to the Administrative AgentAgent from the applicable Collection Account Bank. The Originators Such Originator shall only terminate a Collection Account Bank or close a Collection Account (or a related Lock-Box) with the prior written consent of the Administrative Agent. Such Originator shall ensure that no disbursements are made from any Collection Account, other than such disbursements that are made at the direction and for the account of the Buyer.

Payments on Receivables, Collection Accounts. Each Such Originator (or the Servicer or a Sub-Servicer on its behalf) will, at all times, instruct all Obligors to deliver payments on the Pool Receivables (originated by such Originator) to a Collection AccountAccount or a Lock-Box. Such Originator (or the Servicer or a Sub-Servicer on its behalf) will, at all times, maintain such books and records as are necessary to identify Collections received from time to time on Pool Receivables originated by such Originator and to segregate such Collections from other property of the Servicer, the Sub-Servicers and the other Originators. If any payments on the such Pool Receivables or other Collections are received by an such Originator, the Seller or the Servicer, it shall hold (or cause such Originator, the Seller or the Servicer to hold) such payments in trust for the benefit of the Seller (Buyer, the Administrative Agent, the Group Agents and the Administrative Agent and the Purchasers as the Seller’s assignees) other Secured Parties and promptly (but in any event within two (2) Business Days after receipt) remit such funds into a Collection Account. The Originators Such Originator shall not permit funds other than (i) Collections on Pool Receivables and (ii) other Support Assets Collateral to be deposited into any Collection Account. If any other such funds that do not constitute Collections on Pool Receivables are nevertheless deposited into any Collection Account, the Originators will cause such Originator (or the Servicer to, or Sub-Servicer on its behalf) shall within two (2) Business Days, (x) identify and transfer such funds out of the Collection Account to (or pursuant to the instructions of) the appropriate Person entitled to such fundsfunds and (y) instruct such Person to no longer deposit any such funds into any such Collection Account. The Originators Such Originator will not, and will not permit the Servicer, any Sub-Servicer, any other Person, Originator or any other Person to commingle Collections or other funds to which the Administrative Agent, any Group Agent or any other Secured Party is entitled with any other funds in any Collection Account unless agreed by the Administrative Agent in writing. The Originators shall only add (or permit the Servicer to add) a Collection Account to those listed in the Receivables Purchase Agreement, if the Administrative Agent has received notice of such addition and an executed and acknowledged copy of a Security Document (or an amendment thereto) in form and substance acceptable to the Administrative Agent. The Originators shall only close a Collection Account with the prior written consent of the Administrative Agentfunds.

Payments on Receivables, Collection Accounts. Each Such Originator will, will at all times, instruct all Obligors to deliver payments on the Pool Receivables to a Collection AccountAccount or a Lock-Box. Such Originator will at all times, maintain such books and records necessary to (i) identify Collections received from time to time on Pool Receivables and (ii) segregate such Collections from other property of such Originator; provided that, segregation of Collections from any Excluded Collections shall not be required unless an Event of Default or Ratings Event shall have occurred and segregation has been required by the Administrative Agent under the Receivables Purchase and Financing Agreement. If any payments on the Pool Receivables or other Collections are received by an such Originator, the Seller or the Servicer, it shall hold (or cause such Originator, the Seller or the Servicer to hold) such payments in trust for the benefit of the Seller (Buyer, the Administrative Agent, the Purchaser/Lenders and the Administrative Agent and the Purchasers as the Seller’s assignees) other Secured Parties and promptly (but in any event within two (2) Business Days after receipt) remit such funds into a Collection Account. The Originators Such Originator shall not permit funds other than (i) Collections on Pool Receivables and (ii) other Support Supporting Assets to be deposited into any Collection Account. If any other funds that do not constitute Collections on Pool Receivables are deposited into any Collection Account, the Originators will cause the Servicer to, within two (2) Business Days, identify and transfer such funds out of the Collection Account to (or pursuant to the instructions of) the Person entitled to such funds. The Originators Such Originator will not, and will not permit the Buyer, any other Person, Originator or any other Person to commingle Collections with any other funds in any Collection Account unless agreed by Collections or other funds to which the Administrative Agent in writing. The Originators shall only add (or permit the Servicer to add) a Collection Account to those listed in the Receivables Purchase AgreementBuyer, if the Administrative Agent has received notice of such addition and an executed and acknowledged copy of a Security Document (or an amendment thereto) in form and substance acceptable to the Administrative Agent. The Originators shall only close a Collection Account , any Purchaser/Lender or any other Secured Party is entitled, with the prior written consent of the Administrative Agentother funds other than Excluded Collections.