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Receivables Purchase Facility Sample Clauses

Receivables Purchase Facility. (i) The transactions contemplated by the Transaction Documents constitute a “Receivables Purchase Facility” (as defined in the Revolving Credit Agreement and the Master Note Purchase Agreement, as such documents are in effect on each date as of which this representation is made) and is permitted under the Revolving Credit Agreement and the Master Note Purchase Agreement, as such documents are in effect on the date as of which this representation is made and (ii) it has not entered into any additional Receivables Purchase Facilities (as defined in the Revolving Credit Agreement and the Master Note Purchase Agreement, as such documents are in effect on the date as of which this representation is made).
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Receivables Purchase Facility. Triple-A may, in its sole discretion and otherwise subject to the terms and conditions hereinafter set forth, make purchases of Receivables ("RECEIVABLES PURCHASES") from time to time on any Settlement Date (except that the initial Receivables Purchase may be on a date other than a Settlement Date) during the period from the date the conditions precedent in SECTION 3.01 are satisfied to the Termination Date. Each Receivables Purchase shall constitute an assignment and sale by the Seller, and a purchase and acquisition by Triple-A of Purchased Assets, including, without limitation, designated Eligible Receivables, Related Security and Collections with respect thereto. Under no circumstances shall Triple-A make any Receivables Purchase if, after giving effect to such Receivables Purchase, the aggregate outstanding Capital hereunder would exceed the least of (i) the Facility Limit, (ii) the Capital Limit, or (iii) the sum, on such Receivables Purchase Date, of (a) the net proceeds from the sale of Commercial Paper PLUS (b) the proceeds of Advances. The Capital Limit in effect on any date shall be determined by reference to the most recent Settlement Report delivered by the Seller to Triple-A in accordance with SECTION 5.02(f) hereof (i) as adjusted on the most recent Settlement Date to reflect additional Eligible Receivables sold on such Settlement Date since the delivery of such Settlement Report and (ii) as adjusted on any other date of determination to eliminate from the Discounted Eligible Receivables Balance any Receivables which were Eligible Receivables as of the dates reflected in the Settlement Report but which no longer satisfy the criteria for Eligible Receivables. Nothing in this Triple-A Purchase Agreement shall be deemed to be or construed as a commitment by Triple-A to make Receivables Purchases at any time. It is the intention of the parties hereto that each Receivables Purchase to be made hereunder shall constitute either (i) a "sale of accounts or chattel paper", as such term is used in Article 9 of the UCC, or (ii) a sale of "instruments", as such term is used in Article 9 of the UCC. If at any time a court characterizes the transactions hereunder as loans by Triple-A to the Seller, then the Seller hereby pledges, grants a security interest in and assigns to the Collateral Agent, for the benefit of Triple-A, all of the right and title to and interest in the Purchased Assets, including the Purchased Receivables and the Related Security, Coll...
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Receivables Purchase Facility. The Senior A Facility Agent shall have received, on or prior to the Amendment Closing Date, evidence in form and substance satisfactory to them that the Commitment Expiry Date (as defined in the Asset-Backed Loan Agreement) has been extended to a date which is not earlier than October 2007.
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Receivables Purchase Facility. (a) Receivables Purchase Facility Limit: $10,000,000 less the amount of any Advances outstanding under the Inventory Facility from time to time but not exceeding the Global Limit. (b) Prepayment Percentage: 85% (c) Class of Approved Receivables All Receivables save as expressly excluded or Disapproved (d) Client’s business: Manufacture and distribution of computer game equipment and accessories (e) Debtor Concentration: 35% (f) Intentionally deleted (g) Permitted Credit Period: 120 days from the Invoice date, but in any event within 60 days of the due payment date of the Invoice (h) Dilution Percentage: 28%
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Receivables Purchase Facility. Is a facility provided by the Insured to the Supplier pursuant to a Receivables Purchase Agreement.
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Receivables Purchase Facility. The Parties agree that the Receivables Purchase Facility will be a Disclosed Receivables Purchase Facility in relation to all Debtors in accordance with paragraph 15 (Disclosed Receivables Purchase Facility) of schedule 2.
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Receivables Purchase Facility. ING shall, subject to the terms and conditions hereinafter set forth, make purchases from Triple-A and the Seller of ING Receivables Interests from time to time on any ING Receivables Interest Purchase Date during the period from the date the conditions precedent in SECTION 3.01 are first satisfied to the ING Amortization Date. Under no circumstances shall ING make any ING Receivables Interest Purchase if, after giving effect to such ING Receivables Interest Purchase, (a) the aggregate outstanding ING Capital hereunder would exceed the least of (i) the ING Facility Limit or (ii) the ING Capital Limit, or (b) the aggregate outstanding Combined Capital would exceed the least of (i) the Combined Facility Limit or (ii) the Combined Capital Limit. The Capital Limit and Combined Capital Limit in effect on any date shall be determined by reference to the most recent Settlement Report delivered by the Seller to Triple-A and ING in accordance with SECTION 5.02(f) of the Triple-A Purchase Agreement (i) as adjusted (A) on the most recent Settlement Date to reflect additional Eligible Receivables sold on such Settlement Date since the delivery of such Settlement Report and (B) on the most recent ING Receivables Interest Purchase Date to reflect any additional ING Receivable Interest Purchase since the delivery of such Settlement Report, and (ii) as adjusted on any other date of determination to eliminate from the Discounted Eligible Receivables Balance any Receivables which were Eligible Receivables as of the dates reflected in the Settlement Report but which no longer satisfy the criteria for Eligible Receivables.
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Receivables Purchase Facility 
Sample 1

Related to Receivables Purchase Facility

  • Receivables Purchase Agreement The Transferor, in its capacity as purchaser of Receivables from the RPA Seller under the Receivables Purchase Agreement, shall enforce the covenants and agreements of the RPA Seller as set forth in the Receivables Purchase Agreement, including its agreement to designate Additional Accounts as and when required in order for the Transferor to fulfill its undertakings in Section 2.06. The Transferor shall not amend, waive or otherwise modify the Receivables Purchase Agreement except in accordance with its terms.

  • Receivables Purchase Price On the Closing Date, the Purchaser shall deliver to the Seller the Receivables Purchase Price, as provided in Section 2.1(b).

  • Purchase Facility (a) On the terms and conditions hereinafter set forth, the Purchasers may, in their sole discretion, and the Banks shall, ratably in accordance with their respective Bank Commitments, purchase Receivable Interests in the Pool Receivables from the Seller from time to time during the period from the date hereof through the date immediately preceding the Facility Termination Date, in the case of the Purchasers, and through the date immediately preceding the Commitment Termination Date, in the case of the Banks. Under no circumstances shall the Purchasers make any such purchase, or the Banks be obligated to make any such purchase, if after giving effect to such purchase (x) the aggregate outstanding Capital of Receivable Interests in the Pool Receivables would exceed the Purchase Limit or (y) the aggregate outstanding Capital of Receivable Interests in the Pool Receivables held by any Bank plus, in the event such Bank has any related Purchasers, such Bank’s ratable share of the outstanding Capital of Receivable Interests in the Pool Receivables held by such related Purchasers would exceed its Bank Commitment. (b) The Seller may, upon at least five Business Days’ notice to the Administrative Agent and each Purchaser Agent, terminate this purchase facility in whole or, from time to time, reduce in part the unused portion of the Purchase Limit, which shall reduce the Bank Commitments ratably in accordance with each Bank’s Percentage; provided that each partial reduction shall be in the amount of at least $1,000,000; and provided further that the Seller shall pay any related Broken Funding Cost; and provided further that no partial reduction shall reduce the Purchase Limit below $50,000,000. (c) Subject to the conditions described in Section 2(b) of Exhibit II to this Agreement, Collections attributable to Receivable Interests in the Pool Receivables shall be automatically reinvested pursuant to Section 1.04(b)(ii) in additional undivided percentage interests in the Pool Receivables by making an appropriate readjustment of the applicable Receivable Interest percentages.

  • Payment of Receivables Purchase Price In consideration of the sale of the Receivables from the Seller to the Purchaser as provided in Section 2.1, on the Closing Date the Purchaser shall have paid to the Seller the Receivables Purchase Price.

  • Receivables (a) No amount payable to such Grantor under or in connection with any Receivable is evidenced by any Instrument or Chattel Paper which has not been delivered to the Administrative Agent. (b) None of the obligors on any Receivables is a Governmental Authority. (c) The amounts represented by such Grantor to the Lenders from time to time as owing to such Grantor in respect of the Receivables will at such times be accurate.

  • Optional Purchase of All Receivables (a) Subject to Section 10.1(a) of the Indenture, on the last day of any Collection Period as of which the Pool Balance shall be less than or equal to 10% of the Original Pool Balance, the Servicer and the Seller each shall have the option to purchase the Owner Trust Estate, other than the Trust Accounts; provided, however, that the amount to be paid for such purchase (as set forth in the following sentence) shall be sufficient to pay the full amount of principal, and interest then due and payable on the Notes. To exercise such option, the Servicer or the Seller, as the case may be, shall deposit pursuant to Section 5.6 in the Collection Account an amount equal to the greater of (i) the amount necessary to pay the full amount of principal and interest then due and payable on the Notes and (ii) the aggregate Purchase Amount for the Receivables (including Liquidated Receivables), plus the appraised value of any other property held by the Trust, (such value to be determined by the Servicer, or if the Trust Collateral Agent has received written notice that there is a material error in the Servicer’s calculation, by an appraiser mutually agreed upon by the Servicer and the Trust Collateral Agent), and shall succeed to all interests in and to the Trust. (b) Upon any sale of the assets of the Trust pursuant to Section 8.1 of the Trust Agreement, the Servicer shall instruct the Trust Collateral Agent to deposit the proceeds from such sale after all payments and reserves therefrom (including the expenses of such sale) have been made (the “Insolvency Proceeds”) in the Collection Account. (c) Notice of any termination of the Trust shall be given by the Servicer to the Owner Trustee, the Trustee, the Trust Collateral Agent and the Rating Agencies as soon as practicable after the Servicer has received notice thereof. (d) Following the satisfaction and discharge of the Indenture and the payment in full of the principal of and interest on the Notes, the Certificateholder will succeed to the rights of the Noteholders hereunder and the Certificateholder will succeed to the rights of, and assume the obligations of, the Trust Collateral Agent pursuant to this Agreement.

  • Reassignment of Purchased Receivables Upon deposit in the Collection Account of the Purchase Amount of any Receivable repurchased by Seller under Section 5.1 hereof, Purchaser and the Issuer shall take such steps as may be reasonably requested by Seller in order to assign to Seller all of Purchaser’s and the Issuer’s right, title and interest in and to such Receivable and all security and documents and all Other Conveyed Property conveyed to Purchaser and the Issuer directly relating thereto, without recourse, representation or warranty, except as to the absence of Liens created by or arising as a result of actions of Purchaser or the Issuer. Such assignment shall be a sale and assignment outright, and not for security. If, following the reassignment of a Purchased Receivable, in any enforcement suit or legal proceeding, it is held that Seller may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, Purchaser and the Issuer shall, at the expense of Seller, take such steps as Seller deems reasonably necessary to enforce the Receivable, including bringing suit in Purchaser’s or in the Issuer’s name.

  • Note Purchase Agreement The conditions precedent to the obligations of the Applicable Pass Through Trustees and the other requirements relating to the Aircraft and the Equipment Notes set forth in the Note Purchase Agreement shall have been satisfied.

  • Purchase of Receivables (a) The Seller hereby sells, assigns, transfers and conveys to the Purchaser on the Closing Date, on the terms and subject to the conditions specifically set forth herein, but without recourse except as provided herein, all of its right, title and interest, in (i) each Contract listed on the Receivables Schedule on the Closing Date, (ii) all Receivables related thereto and all Collections received thereon after the applicable Purchase Date, (iii) all Related Security, (iv) all products of the foregoing, (v) all Recoveries relating thereto, and (vi) all proceeds of the foregoing (items specified in clauses (ii) through (vi), collectively the “Related Rights”). (b) On each Purchase Date occurring after the Closing Date, all of the Seller’s right, title and interest in, to and under the Contracts identified on the Funding Request for such Purchase Date and the Related Rights shall be sold, assigned, transferred and conveyed to the Purchaser, without the need for any further action by the parties hereto, on the terms and subject to the conditions specifically set forth herein, but without recourse except as provided herein. In connection with each sale hereunder occurring after the Closing Date, the Seller shall deliver to the Purchaser and the Servicer, on the applicable Purchase Date (or if such Purchase Date is not a Business Day, on the immediately following Business Day), a Funding Request which shall include a list of all Contracts sold on such Purchase Date. (c) The parties to this Agreement intend that the transactions contemplated hereby shall be, and shall be treated as, a sale by the Seller of the Receivables, as applicable, and not as a lending transaction. All sales of Receivables by the Seller hereunder shall be without recourse to, or representation or warranty of any kind (express or implied) by, the Seller, except as otherwise specifically provided herein. (d) Notwithstanding Section 2.1(a) above or any other provision of this Agreement, the Purchaser hereby advises the Seller that the Purchaser is acquiring, through the ECL Master Trust, only the beneficial interest in any Contracts and Related Rights sold pursuant to this Agreement and not the legal title to any such Contracts or Related Rights. Accordingly, the Purchaser hereby authorizes and instructs the Seller to transfer legal title to all such Contracts and Related Rights to the Owner Trustee, not in its individual capacity but solely in its capacity as owner trustee for the ECL Master Trust, and to record in its records the Owner Trustee as the holder of such legal title. The Purchaser hereby further advises the Seller that the Purchaser intends to transfer to one or more of the Xxxxxxxxx Investors, immediately or promptly after the Purchaser’s acquisition thereof, the beneficial interest in all of the Contracts and Related Rights which the Purchaser acquires pursuant to this Agreement. The Seller hereby consents to each such transfer made by the Purchaser to an Xxxxxxxxx Investor.

  • Receivables in Force No Receivable shall have been satisfied, subordinated or rescinded, nor shall any Financed Vehicle have been released in whole or in part from the lien granted by the related Receivable.

Most Referenced Clauses

Most Referenced Definitions