Purchase Facility. (a) The Seller may, at its option from time to time prior to the Termination Date, offer to sell and assign Receivable Interests to the Purchasers in each Purchaser Group at the applicable Purchase Price specified pursuant to Section 2.02 (each such sale and assignment, an "Incremental Purchase"). On the terms and conditions set forth herein, (i) the Conduit Purchasers, ratably, in accordance with their respective Conduit Purchase Limits, may, in their sole discretion, purchase the Receivable Interests so offered for sale by the Seller and (ii) if a Conduit Purchaser in any Purchaser Group declines to purchase any such Receivable Interest, or if a Conduit Purchaser's Termination Event has occurred and is continuing with respect to such Conduit Purchaser, the Committed Purchasers in such Purchaser Group shall, ratably in accordance with their respective Commitments, severally and not jointly, purchase such Receivable Interest. Each Incremental Purchase shall be made among the Purchaser Groups ratably in accordance with their respective Purchaser Group Limits, except as provided in Section 2.02(b). Under no circumstances shall an Incremental Purchase be made hereunder if, after giving effect thereto, (i) the aggregate outstanding Capital would exceed the Purchase Limit or (ii) the Receivable Interest Percentage would exceed the Maximum Receivable Interest Percentage, as determined by reference to the information set forth in the most recent Servicer Report delivered hereunder.
Appears in 2 contracts
Samples: Receivables Purchase Agreement (Medco Health Solutions Inc), Receivables Purchase Agreement (Medco Health Solutions Inc)
Purchase Facility. (a) The Seller may, at its option from From time to time prior to the Termination Amortization Date, offer to sell upon the terms and assign Receivable Interests subject to the Purchasers conditions hereof, Seller may request that the Purchasers, acting through the Administrative Agent, purchase undivided percentage ownership interests in the Receivables, the Related Security and Collections with respect thereto and all proceeds of the foregoing, by delivering immediately available funds to the Seller (an “Incremental Purchase”) or by issuing of one or more Letters of Credit for the benefit of the Seller or its designee (an “L/C Purchase”), in each Purchaser Group at the applicable Purchase Price specified pursuant case, as provided herein. Subject to Section 2.02 (each such sale and assignment, an "Incremental Purchase"). On the terms and conditions set forth herein, (i) the each Conduit Purchasers, ratably, in accordance with their respective Conduit Purchase Limits, Purchaser may, in their sole discretion, purchase the Receivable Interests so offered for sale by the Seller and (ii) if a Conduit Purchaser in any Purchaser Group declines to purchase any such Receivable Interestat its option, or if a any Conduit Purchaser's Termination Event has occurred and is continuing with respect to such Conduit PurchaserPurchaser shall decline, the related Committed Purchasers in such Purchaser its related Purchase Group shall, ratably in accordance with their respective Commitmentsmake such Purchase Group’s Purchase Group Share of each Purchase from the Seller hereunder; provided, severally and not jointlythat notwithstanding anything set forth herein to the contrary, purchase such Receivable Interest. Each Incremental Purchase shall be made among the Purchaser Groups ratably in accordance with their respective Purchaser Group Limits, except as provided in Section 2.02(b). Under under no circumstances shall an any Purchaser make any Incremental Purchase be made or L/C Purchase hereunder ifto the extent that, after giving effect thereto, (i) the aggregate outstanding Capital would exceed the Purchase Limit or (ii) the Receivable Interest Percentage would exceed the Maximum Receivable Interest Percentage, as determined by reference to the information set forth in the most recent Servicer Report delivered hereunder.:
Appears in 2 contracts
Samples: Receivables Purchase Agreement (Marathon Petroleum Corp), Receivables Purchase Agreement (Marathon Petroleum Corp)
Purchase Facility. (a) The Seller may, at its option from From time to time prior to the Termination Amortization Date, offer to sell upon the terms and assign Receivable Interests subject to the conditions hereof, Seller may request that the Purchasers purchase undivided percentage ownership interests in the Receivables, the Related Security and Collections with respect thereto and all proceeds of the foregoing, by delivering immediately available funds to the Seller (an “Incremental Purchase”) or by issuing of one or more Letters of Credit for the benefit of the Seller or its designee (an “L/C Purchase”), in each Purchaser Group at the applicable Purchase Price specified pursuant case, as provided herein. Subject to Section 2.02 (each such sale and assignment, an "Incremental Purchase"). On the terms and conditions set forth herein, (ia) in the case of a Commercial Paper Purchase Group, each Conduit Purchasers, ratably, in accordance with their respective Conduit Purchase Limits, Purchaser may, in their sole discretion, purchase the Receivable Interests so offered for sale by the Seller and (ii) if a Conduit Purchaser in any Purchaser Group declines to purchase any such Receivable Interestat its option, or if a any Conduit Purchaser's Termination Event has occurred and is continuing with respect to such Conduit PurchaserPurchaser shall decline, the related Committed Purchasers Purchaser(s) in such Purchaser its related Purchase Group shall, ratably make such Purchase Group’s Purchase Group Share of each Purchase from the Seller hereunder and (b) in accordance with their respective Commitmentsthe case of a Balance Sheet Purchase Group, severally and not jointlythe related Committed Purchaser(s) shall make such Purchase Group’s Purchase Group Share of each Purchase from the Seller hereunder; provided, purchase such Receivable Interest. Each Incremental Purchase shall be made among that notwithstanding anything set forth herein to the Purchaser Groups ratably in accordance with their respective Purchaser Group Limitscontrary, except as provided in Section 2.02(b). Under under no circumstances shall an any Purchaser make any Incremental Purchase be made or L/C Purchase hereunder ifto the extent that, after giving effect thereto, (i) the aggregate outstanding Capital would exceed the Purchase Limit or (ii) the Receivable Interest Percentage would exceed the Maximum Receivable Interest Percentage, as determined by reference to the information set forth in the most recent Servicer Report delivered hereunder.:
Appears in 2 contracts
Samples: Receivables Purchase Agreement (Marathon Petroleum Corp), Receivables Purchase Agreement (Marathon Petroleum Corp)
Purchase Facility. (a) The Seller may, at its option from From time to time prior to the Termination Amortization Date, offer to sell upon the terms and assign Receivable Interests subject to the conditions hereof, Seller may request that the Purchasers purchase undivided percentage ownership interests in the Receivables, the Related Security and Collections with respect thereto and all proceeds of the foregoing, by delivering immediately available funds to the Seller (an “Incremental Purchase”) or by issuing of one or more Letters of Credit for the benefit of the Seller or its designee (an “L/C Purchase”), in each Purchaser Group at the applicable Purchase Price specified pursuant case, as provided herein. Subject to Section 2.02 (each such sale and assignment, an "Incremental Purchase"). On the terms and conditions set forth herein, (ia) in the case of a Commercial Paper Purchase Group, each Conduit Purchasers, ratably, in accordance with their respective Conduit Purchase Limits, Purchaser may, in their sole discretion, purchase the Receivable Interests so offered for sale by the Seller and (ii) if a Conduit Purchaser in any Purchaser Group declines to purchase any such Receivable Interestat its option, or if a any Conduit Purchaser's Termination Event has occurred and is continuing with respect to such Conduit PurchaserPurchaser shall decline, the related Committed Purchasers Purchaser(s) in such Purchaser its related Purchase Group shall, ratably make such Purchase Group’s Purchase Group Share of each Purchase from the Seller hereunder and (b) in accordance with their respective Commitmentsthe case of a Balance Sheet Purchase Group, severally and not jointlythe related Committed Purchaser(s) shall make such Purchase Group’s Purchase Group Share of each Purchase from the Seller hereunder; provided, purchase such Receivable Interest. Each Incremental Purchase shall be made among that notwithstanding anything set forth herein to the Purchaser Groups ratably in accordance with their respective Purchaser Group Limitscontrary, except as provided in Section 2.02(b). Under under no circumstances shall an any Purchaser make any Incremental Purchase be made or L/C Purchase hereunder ifto the extent that, after giving effect thereto, (i) the aggregate outstanding Capital would exceed the Purchase Limit or (ii) the Receivable Interest Percentage would exceed the Maximum Receivable Interest Percentage, as determined by reference to the information set forth in the most recent Servicer Report delivered hereunder.:
Appears in 1 contract
Samples: Receivables Sale Agreement (Marathon Petroleum Corp)
Purchase Facility. (a) The Seller may, at its option from time to time prior to the Termination Date, offer to sell and assign Receivable Interests to the Purchasers in each Purchaser Group at the applicable Purchase Price specified pursuant to Section 2.02 (each such sale and assignment, an "“Incremental Purchase"”). On the terms and conditions set forth herein, (i) the Conduit Purchasers, ratably, in accordance with their respective Conduit Purchase Limits, may, in their sole discretion, purchase the Receivable Interests so offered for sale by the Seller and (ii) if a Conduit Purchaser in any Purchaser Group declines to purchase any such Receivable Interest, or if a Conduit Purchaser's ’s Termination Event has occurred and is continuing with respect to such Conduit Purchaser, the Committed Purchasers in such Purchaser Group shall, ratably in accordance with their respective Commitments, severally and not jointly, purchase such Receivable Interest. Each Incremental Purchase shall be made among the Purchaser Groups ratably in accordance with their respective Purchaser Group Limits, except as provided in Section 2.02(b). Under no circumstances shall an Incremental Purchase be made hereunder if, after giving effect thereto, (i) the aggregate outstanding Capital would exceed the Purchase Limit or (ii) the Receivable Interest Percentage would exceed the Maximum Receivable Interest Percentage, as determined by reference to the information set forth in the most recent Servicer Report delivered hereunder.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Medco Health Solutions Inc)