Common use of Settlement as to Specific Receivables and Dilution Clause in Contracts

Settlement as to Specific Receivables and Dilution. (a) If, on the day of purchase or contribution of any Receivable from the Originator hereunder, any of the representations or warranties set forth in Sections 5.4 and 5.12 are not true with respect to such Receivable or as a result of any action or inaction of the Originator (it is acknowledged that Information Packages with respect to any Receivables are due two days prior to the next succeeding Monthly Settlement Date after the date of purchase or contribution of such Receivables and may be delivered to the Administrator from time to time (at times other than the Settlement Dates) and therefore , notwithstanding the foregoing, the representation and warranty set forth in Section 5.12(c) hereof is not made until the delivery of such Information Packages), on any day, any of such representations or warranties set forth in Sections 5.4, 5.12 is no longer true with respect to such a Receivable, then the Purchase Price (or in the case of a Contributed Receivable, the Outstanding Balance of such Receivable, (the "Contributed Value")) with respect to such Receivables shall be reduced by an amount equal to the Outstanding Balance of such Receivable and shall be accounted to the Originator as provided in subsection (c) below; provided, that if the Company thereafter receives payment on account of Collections due with respect to such Receivable, the Company promptly shall deliver such funds to the Originator.

Settlement as to Specific Receivables and Dilution. (a) If, (i) on the day of purchase or contribution contribution, as applicable, of any Receivable from the theany Originator hereunder, any of the representations or warranties set forth in Sections 5.4 5.10, 5.14 and 5.12 5.16 are not true with respect to such Receivable or (ii) as a result of any action or inaction (other than solely as a result of the Originator (it is acknowledged that Information Packages failure to collect such Receivable due to a discharge in bankruptcy or similar insolvency proceeding or other credit related reasons with 740816958 17540157 6 respect to any Receivables are due two days prior to the next succeeding Monthly Settlement Date after the date relevant Obligor) of purchase or contribution of such Receivables and may be delivered to the Administrator from time to time (at times other than the Settlement Dates) and therefore , notwithstanding the foregoing, the representation and warranty set forth in Section 5.12(c) hereof is not made until the delivery of such Information Packages)thesuch Originator, on any subsequent day, any of such representations or warranties set forth in Sections 5.45.10, 5.12 5.14 and 5.16 is no longer true with respect to such a Receivable, then the Purchase Price (or in the case of a any Contributed Receivable, the Outstanding Balance of such Receivable, thereof (the "“Contributed Value"”)) ), with respect to such Receivables Receivable shall be reduced by an amount equal to the Outstanding Balance of such Receivable and shall be accounted to the thesuch Originator as provided in subsection clause (c) below; provided, that if the Company thereafter receives payment on account of Collections due with respect to such Receivable, the Company promptly shall deliver such funds to the thesuch Originator.

Settlement as to Specific Receivables and Dilution. (a) If, on the day of purchase or contribution of any Receivable from the Originator Seller hereunder, any of the representations or warranties set forth in Sections 5.4 and 5.12 are not true with respect to such Receivable or as a ------------ ---- result of any action or inaction of the Originator (it is acknowledged that Information Packages with respect to any Receivables are due two days prior to the next succeeding Monthly Settlement Date after the date of purchase or contribution of such Receivables and may be delivered to the Administrator from time to time (at times other than the Settlement Dates) and therefore , notwithstanding the foregoing, the representation and warranty set forth in Section 5.12(c) hereof is not made until the delivery of such Information Packages)Seller, on any day, any of such representations or warranties set forth in Sections 5.4, 5.12 is no longer ------------ ---- true with respect to such a ReceivableReceivable (other than a representation or warranty set forth in Section 5.12(c)), then the Purchase Price (or in the --------------- case of a Contributed Receivable, the Outstanding Balance of such Receivable, (the "Contributed Value")) with respect to such Receivables ----------------- shall be reduced by an amount equal to the Outstanding Balance of such Receivable and shall be accounted to the Originator Seller as provided in subsection ---------- (c) below; provided, that if the Company thereafter receives payment on --- -------- account of Collections due with respect to such Receivable, the Company promptly shall deliver such funds to the OriginatorSeller.

Settlement as to Specific Receivables and Dilution. (a) If, 1. If on the day of purchase or contribution of any Receivable from the any Originator hereunder, any of the representations or warranties set forth in Sections Section 5.4 and 5.12 are or 5.11 of such Originator is not true with respect to such Receivable or as a result of any action or inaction of the Originator (it is acknowledged that Information Packages with respect to any Receivables are due two days prior to the next succeeding Monthly Settlement Date after the date of purchase or contribution of such Receivables and may be delivered to the Administrator from time to time (at times other than the Settlement Dates) and therefore , notwithstanding the foregoing, the representation and warranty set forth in Section 5.12(c) hereof is not made until the delivery of such Information Packages)Originator, on any day, day any of such representations or warranties set forth in Sections 5.4, 5.12 Section 5.4 or 5.11 is no longer true with respect to such a ReceivableReceivable (OTHER THAN A REPRESENTATION OR WARRANTY SET FORTH IN SECTION 5.11(c) WHICH IS NO LONGER TRUE AS A RESULT OF AN OBLIGOR'S PAYMENT OBLIGATION BEING DISCHARGED IN BANKRUPTCY), then the Purchase Price (or in the case of a Contributed Receivable, the Outstanding Balance of such Receivable, Receivable (the "Contributed Value")) with respect to such Receivables shall be reduced by an amount equal to the Outstanding Balance of such Receivable and shall be accounted to the such Originator as provided in subsection (c) below; provided, that if the Company thereafter receives payment on account of Collections due with respect to such Receivable, the Company promptly shall deliver such funds to the such Originator.

Settlement as to Specific Receivables and Dilution. (a) If, (i) on the day of purchase or contribution of any Receivable from the Originator Seller hereunder, any of the representations or warranties set forth in Sections 5.4 5.8, 5.11, 5.13, 5.14, 5.20, 5.22, 5.23 and 5.12 5.24 are not true with respect to such Receivable Receivable, or (ii) as a result of any action or inaction (other than solely as a result of the Originator (it is acknowledged that Information Packages failure to collect or delay in collecting any portion of such Receivable due to the filing of or a discharge in a bankruptcy or similar insolvency proceeding, financial inability or other credit related reasons with respect to any Receivables are due two days prior to the next succeeding Monthly Settlement Date after relevant Obligor) of the date of purchase or contribution of such Receivables and may be delivered to the Administrator from time to time (at times other than the Settlement Dates) and therefore , notwithstanding the foregoing, the representation and warranty set forth in Section 5.12(c) hereof is not made until the delivery of such Information Packages)Seller, on any subsequent day, any of such representations or warranties set forth in Sections 5.45.8, 5.12 5.11, 5.13, 5.14, 5.20, 5.22, 5.23 and 5.24 is no longer true with respect to such a Receivable, then the Purchase Price (or in the case of a Contributed Receivable, the Outstanding Balance of such Receivable, (the "Contributed Value")) with respect to such Receivables Receivable shall be reduced by an amount equal to the Outstanding Balance of such Receivable and shall be accounted to the Originator Seller as provided in subsection clause (c) below; provided, that if the Company Buyer thereafter receives payment on account of Collections due with respect to such Receivable, the Company Buyer promptly shall deliver or credit such funds to the OriginatorSeller.

Settlement as to Specific Receivables and Dilution. (a) If, If on the day of purchase or contribution of any Receivable from the any Originator hereunder, any of the representations or warranties set forth in Sections Section 5.3, 5.4 and 5.12 are or 5.11 of such Originator is not true with respect to such ----------- --- --- Receivable or as a result of any action or inaction of the Originator (it is acknowledged that Information Packages with respect to any Receivables are due two days prior to the next succeeding Monthly Settlement Date after the date of purchase or contribution of such Receivables and may be delivered to the Administrator from time to time (at times other than the Settlement Dates) and therefore , notwithstanding the foregoing, the representation and warranty set forth in Section 5.12(c) hereof is not made until the delivery of such Information Packages)Originator, on any day, day any of such representations or warranties set forth in Sections 5.4Section 5.3, 5.12 5.4 or ----------- --- 5.11 is no longer true with respect to such a ReceivableReceivable (other than a ---- representation or warranty set forth in Section 5.11(c) or (d) which is no -------------- --- longer true as a result of an Obligor's payment obligation being discharged in bankruptcy), then the Purchase Price (or in the case of a Contributed Receivable, the Outstanding Balance of such Receivable, Receivable (the "Contributed ----------- Value")) with respect to such Receivables shall be reduced by an amount equal to ----- the Outstanding Balance of such Receivable and shall be accounted to the such Originator as provided in subsection (c) below; provided, that if the Company -------------- -------- thereafter receives payment on account of Collections due with respect to such Receivable, the Company promptly shall deliver such funds to the such Originator.