Common use of Seller's Reduction of Purchaser's Investment Clause in Contracts

Seller's Reduction of Purchaser's Investment. If at any xxxx Xxxxxx shall wish to cause the reduction of the Purchaser's Investment of a related Undivided Interest (but not to commence the liquidation, or reduction to zero, of all Undivided Interests), Seller may do so as follows: (i) Seller shall give the Administrative Agent at least five (5) Business Days' prior written notice thereof (including the amount of such proposed reduction and the proposed date on which such reduction will commence, which date shall be a Business Day), (ii) on the proposed date of commencement of such reduction and on each day thereafter, Servicer shall refrain from reinvesting Remaining Collections until the amount thereof not so reinvested shall equal the desired amount of reduction, and (iii) Servicer shall hold such Collections for the benefit of Purchaser, for payment to the Administrative Agent on the next following Settlement Date, and the Purchaser's Investment of such Undivided Interest shall be deemed reduced in the amount to be paid to the Administrative Agent only when in fact finally so paid; provided that, (A) the amount of any such reduction shall be not less than $1,000,000 and shall be an integral multiple of $100,000, and the Purchaser's Investment of such Undivided Interest after giving effect to such reduction shall be not less than $5,000,000 (unless Purchaser's Investment of such Undivided Interest shall thereby be reduced to zero) and shall be in an integral multiple of $100,000, (B) if Seller shall commence any voluntary reduction in a Yield Period containing all or a portion of any Run Off Period, Collections not so reinvested shall be treated as if collected on the next following Run Off Day, (C) Seller shall use reasonable efforts to attempt to choose a reduction amount, and the date of commencement thereof, so that such reduction shall commence and conclude in the same Yield Period, and (D) if two or more Undivided Interests shall be outstanding at the time of any proposed reduction, such proposed reduction shall be applied, unless the Administrative Agent shall consent otherwise, to the Undivided Interest with the shortest remaining Yield Period.

Appears in 2 contracts

Samples: Receivables Purchase Agreement (Sci Systems Inc), Receivables Purchase Agreement (Sci Systems Inc)

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Seller's Reduction of Purchaser's Investment. If at any xxxx Xxxxxx time Seller shall wish to cause the reduction of the Purchaser's Investment of a related Undivided Interest Total Purchasers' Xxxxxxxxxx (but not to commence the liquidation, or reduction to zero, of all the Undivided InterestsInterest), Seller may do so as follows: (i) Seller shall give the Administrative Agent all Purchasers at least five (5) Business Days' prior written notice thereof (including the amount of such proposed reduction and the proposed date on which such reduction will commence, which date shall be a Business Day), (ii) on the proposed date of commencement of such reduction and on each day thereafter, Servicer shall refrain from reinvesting Remaining Collections until the amount thereof not so reinvested shall equal the desired amount of reduction, and (iii) Servicer shall hold such Collections for the benefit of Purchaserthe Purchasers, for payment to the Administrative Agent on the next following Settlement Date, and the Purchaser's Total Purchasers' Investment of such Undivided Interest shall be deemed reduced in the amount to be paid to the Administrative Agent only when in fact finally so paidpaid in accordance with Section 3.05(a); provided that, (A) the amount of any such reduction shall be not less than $1,000,000 and shall be an integral multiple of $100,000, and the Purchaser's Total Purchasers' Investment of such Undivided Interest after giving effect to such reduction shall be not less than $5,000,000 (unless Purchaser's the Total Purchasers' Investment of such Undivided Interest shall thereby be reduced to zero) and shall be in an integral multiple of $100,000, (B) if Seller shall commence any voluntary reduction in a Yield Settlement Period containing all or a portion of any Run Off Period, Collections not so reinvested shall be treated as if collected on the next following Run Off Day, (C) Seller shall use reasonable efforts to attempt to choose a reduction amount, and the date of commencement thereof, so that such reduction shall commence and conclude in the same Yield Settlement Period, and (D) if two or more Undivided Interests any reduction of the Total Purchasers' Investment shall be outstanding at the time of any proposed reduction, such proposed reduction shall be applied, unless the Administrative Agent shall consent otherwise, applied pro rata to the Undivided Interest with Purchaser's Investment of each Purchaser on the shortest remaining Yield Periodbasis of its Funded Percentage.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Sci Systems Inc)

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Seller's Reduction of Purchaser's Investment. If at any xxxx Xxxxxx shall wish to cause the reduction of the Purchaser's Investment Purchasers' Investments of a related an Undivided Interest (but not to commence the liquidation, or reduction to zero, liquidation of all Undivided Interests), Seller may do so as follows: (i) Seller shall give the Administrative Agent at least five (5) 2 Business Days' prior written notice (or same day written notice, given prior to 12:00 noon, Chicago time, in the case -17- of an Alternate Rate Undivided Interest) thereof (including the amount of such proposed reduction and the proposed date on which such reduction will commence, which date shall be a Business Day), (ii) on the proposed date of commencement of such reduction and on each day thereafter, Servicer shall refrain from reinvesting Remaining Collections until the amount thereof not so reinvested shall equal the desired amount of reduction, and (iii) Servicer shall hold such Collections for the benefit of Purchaserthe Purchasers, for payment to the Administrative Agent on the next following Settlement Date, and the Purchaser's Purchasers' Investment of such as to the related Undivided Interest shall be deemed reduced in the amount to be paid to the Administrative Agent only when in fact finally so paid; provided that, , (A) the amount of any such reduction shall be not less than $1,000,000 2,000,000 and shall be an integral multiple of $100,000500,000 in excess thereof, and the Purchaser's Investment of such Undivided Interest after giving effect to such reduction shall be not less than $5,000,000 (unless Purchaser's Investment of such Undivided Interest shall thereby be reduced to zero) and shall be in an integral multiple of $100,000, (B) if Seller shall commence any voluntary reduction in a Yield Period containing all or a portion of any Run Off Period, Collections from Pool Receivables not so reinvested shall be treated as if collected on during the next following Run Off Day, , (C) Seller shall use reasonable efforts to attempt to choose a reduction amount, and the date of the commencement thereof, so that such reduction shall commence and conclude in the same Yield Period, and (D) if two or more Undivided Interests Yield Periods shall be outstanding at the time of any proposed reduction, such proposed reduction shall be applied, unless the Administrative Agent shall consent otherwiseotherwise consent, to the Alternate Rate Undivided Interest, if any, until reduced to zero, and then to the Eurodollar Undivided Interest with the shortest remaining Yield Period, and (E) the reduction of the Purchasers' Investments shall be made among the Purchasers on a pro rata basis, according to the Purchasers' Percentages.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Terra Industries Inc)

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