SELLER'S AGREEMENT TO REPURCHASE. Seller agrees to pay to Buyer on demand, the full face amount, or any unpaid portion, of any Purchased Receivable:
(A) which remains unpaid ninety (90) calendar days after the invoice date; or
(B) which is owed by any Account Debtor who has filed, or has had filed against it, any bankruptcy case, assignment for the benefit of creditors, receivership, or insolvency proceeding or who has become insolvent (as defined in the United States Bankruptcy Code) or who is generally not paying its debts as such debts become due; or
(C) with respect to which there has been any breach of warranty or representation set forth in Section 6 hereof or any breach of any covenant contained in this Agreement; or
(D) with respect to which the Account Debtor asserts any discount, allowance, return, dispute, counterclaim, offset, defense, right of recoupment, right of return, warranty claim, or short payment; together with all reasonable attorneys' and professional fees and expenses and all court costs incurred by Buyer in collecting such Purchased Receivable and/or enforcing its rights under, or collecting amounts owed by Seller in connection with, this Agreement (collectively, the "Repurchase Amount").
SELLER'S AGREEMENT TO REPURCHASE. Seller agrees to pay to Buyer upon demand, and repurchase in the full face amount, or any unpaid portion thereof, any Purchased Receivable:
1. Which remains unpaid for the Payment Period; or
2. With respect to which there has been any breach of warranty or representation set forth in Section F herein or any breach of any covenant contained in this Agreement; or
3. With respect to which the Account Debtor asserts any Dispute, regardless of merit.
SELLER'S AGREEMENT TO REPURCHASE. In the event that (A) with respect to any Purchased Receivable there has been any breach of warranty or representation set forth in Section 6.1 hereof (except for breaches of warranty or representations which are permitted to be, and have been, cured pursuant to Section 7 hereof) or any breach of any covenant contained in this Agreement with respect to such Purchased Receivable; or (B) with respect to such Purchased Receivable the Account Debtor asserts any Adjustment (except for such matters as are permitted to be, and have been, cured pursuant to Section 7 hereof), Seller shall, at its option, either (X) pay to Buyer on demand, the full face amount, or any unpaid portion, of such Purchased Receivable; together with, in the case of (A) or (B), all reasonable attorneys’ fees and expenses and all court costs incurred by Buyer in collecting such Purchased Receivable and/or enforcing its rights under, or collecting amounts owed by Seller in connection with this Agreement (collectively, the “Repurchase Amount”), (Y) shall substitute another Receivable acceptable to Buyer in its sole and absolute discretion that is equal in amount to such Purchased Receivable or, with respect to (B) above only, (Z) shall pay to Buyer the amount of any Adjustment in accordance with Section 7 hereof; provided, however, that Seller shall have no obligation to pay the Repurchase Amount, substitute another Receivable or, with respect to (B) above only, pay the amount of any Adjustment if there has been an Account Debtor Insolvency Event with respect to such Purchased Receivable. Upon payment of the Repurchase Amount or substitution of another Receivable, the Purchased Receivable subject to the preceding paragraph shall be deemed property of and owned solely by the Seller (and shall not be deemed to be a Purchased Receivable hereunder).
SELLER'S AGREEMENT TO REPURCHASE. Seller agrees to pay to Buyer on demand, the full face amount, or any unpaid portion, of any Purchased Receivable: (A) which remains unpaid ninety (90) calendar days after the invoice date; or
SELLER'S AGREEMENT TO REPURCHASE. Seller will, at Buyer's option, repurchase from Buyer the Purchased Note for a purchase price equal to the unpaid principal of the Purchase Note if: (a) There has been any breach of warranty, representation or covenant in this Agreement; or (b) The Note Debtor asserts any discount, allowance, return, dispute, defense, right of recoupement, right of return, warranty claim, or short payment; or (c) The Purchased Note remains unpaid after October 1, 1999.
SELLER'S AGREEMENT TO REPURCHASE. Seller agrees to pay to Buyer on demand, the full face amount, or any unpaid portion, of any Purchased Receivable:
(1) which remains unpaid ninety (90) calendar days after the invoice date (unless otherwise agreed in writing by Buyer); or (2) which is owed by any Account Debtor who has filed, or has had filed against it, any bankruptcy case, assignment for the benefit of creditors, receivership, or insolvency proceeding or who has become insolvent (as defined in the United States Bankruptcy Code) or who is generally not paying its debts as such debts become due; or
(3) with respect to which there has been any breach of warranty or representation (in any material respect) set forth in Section 6 hereof or any breach of any covenant contained in this Agreement;
(4) with respect to which the Account Debtor asserts any discount, allowance, return, dispute, counterclaim, offset, defense, right of recoupment, right of return, warranty claim, or short payment; or (5) which is a Restricted Receivable, in the event the Seller fails to meet the Cash Balances Covenant at any time. together with all reasonable attorneys' and professional fees and expenses and all court costs incurred by Buyer in collecting such Purchased Receivable and/or enforcing its rights under, or collecting amounts owed by Seller in connection with, this Agreement (collectively, the "Repurchase Amount"). The proper repurchase of a Purchased Receivable pursuant to this Section 4.2 shall cure any Event of Default resulting, if any, with respect to such Purchased Receivable.
SELLER'S AGREEMENT TO REPURCHASE. Buyer agrees to sell and assign to Seller upon Seller's demand, the full face amount of any Purchased Receivable, or any unpaid portion of any Purchased Receivable, for a price equal to to such full face amount or unpaid portion thereof, less the amount of any remaining Reserve at the date of such sale with respect to such Purchased Receivable (the "Repurchase Price"). In addition, Seller agrees to purchase from Buyer on Buyer's demand, any Purchased Receivable, or any unpaid portion of, any Purchased Receivable for the applicable Repurchase Price of any such Purchased Receivable:
4.1.1 Which remains unpaid for the Payment Period; or --- unless, prior to the expiration of the Payment Period, the subject Account Debtor has become Insolvent; or
4.1.2 With respect to which there has been any breach of warranty or representation set forth in Section 6 hereof or any breach of any covenant contained in this Agreement; or
4.1.3 With respect to which the Account Debtor asserts any Dispute.
SELLER'S AGREEMENT TO REPURCHASE. Seller agrees to pay to Buyer on demand, the full face amount, or any unpaid portion of, any Purchased Receivable:
(A) which remains unpaid ninety (90) calendar days after the invoice date; or
(B) which is owed by any Account Debtor who has filed, or has had filed against it, any bankruptcy case, assignment for the benefit of creditors, receivership, or insolvency proceeding or who has become insolvent (as defined in the United States Bankruptcy Code) or who is generally not paying its debts as such debts become due; or
(C) with respect to which there has been any breach of warranty or representation set forth in Section 6 hereof or any breach of any covenant contained in this Agreement; or
(D) with respect to which the Account Debtor asserts any discount, allowance, return, dispute, counterclaim, offset, defense, right of recoupment, right of return, warranty claim, or short payment;
SELLER'S AGREEMENT TO REPURCHASE. ALL PURCHASED RECEIVABLES. Upon and after the occurrence of an Event of Default, Seller shall, upon Buyer's demand, repurchase the Purchased Receivables then outstanding such option thereof as Buyer may demand. Such demand may, at Buyer's option, include and Seller shall pay to Buyer immediately upon demand, cash in an amount equal to the Advance with respect to each Purchased Receivable then outstanding together with all accrued Finance Charges, Adjustments, Administrative Fees, attorneys' and professional fees, court costs and expenses as provided for herein, and any other amounts due and owing hereunder (the "Obligations"). Upon receipt of payment in full of the Obligations, Buyer shall immediately instruct Account Debtors to pay Seller directly, and return to Seller any Refund due to Seller. For the purpose of calculating any Refund due under this Section only, the Reconciliation Date shall be deemed to be the date Buyer receives payment in good funds of all the Obligations as provided in this Section 4.4.
SELLER'S AGREEMENT TO REPURCHASE. Seller agrees to pay to Buyer on demand, the full face amount, or any unpaid portion, of any Purchased Receivable: (A) with respect to which there has been any breach of warranty or representation set forth in SECTION 6 hereof (except for breaches of warranty or representations which are permitted to be, and have been, cured pursuant to SECTION 7 hereof) or any breach of any covenant contained in this Agreement; or (B) with respect to which the Account Debtor asserts any discount, allowance, return, dispute, counterclaim, offset, defense, right of recoupment, right of return, warranty claim, or short payment (except for (i) such matters as are permitted to be, and have been, cured pursuant to SECTION 7 hereof or (ii) such matters with respect to which Seller provides evidence satisfactory to Buyer that such assertion was not made in good faith. (collectively, the "Repurchase Amount"). Upon such payment, the respective Purchased Receivables shall be deemed property of and owned solely by the Seller (and shall not be deemed to be a Purchased Receivable hereunder).
