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

Settlement as to Specific Receivables and Dilution. (a) If, (i) on the day of purchase or contribution of any Receivable from an Seller hereunder, any of the representations or warranties set forth in Sections 5.10, 5.15 and 5.17 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 failure to collect such Receivable due to a discharge in bankruptcy or similar insolvency proceeding or other credit related reasons with respect to the relevant Obligor) of such Seller, on any subsequent day, any of such representations or warranties set forth in Sections 5.10, 5.15 and 5.17 is no longer true with respect to such Receivable, then the Purchase Price with respect to such Receivable shall be reduced by an amount equal to the Outstanding Balance of such Receivable and shall be accounted to such Seller as provided in clause (c) below; provided, that if the Buyer thereafter receives payment on account of Collections due with respect to such Receivable, the Buyer promptly shall deliver such funds to such Seller.

Appears in 1 contract

Samples: Receivables Purchase and Sale Agreement (Fleetcor Technologies Inc)

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Settlement as to Specific Receivables and Dilution. (a) If, (i) on the day of purchase or contribution of any Receivable from an Seller Originator hereunder, any of the representations or warranties set forth in Sections 5.10, 5.15 and 5.17 5.8 or 5.10 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 failure to collect such Receivable due to a discharge in bankruptcy or similar insolvency proceeding or other credit related reasons with respect to the relevant Obligor) of such SellerOriginator, on any subsequent day, any of such representations or warranties set forth in Sections 5.10, 5.15 and 5.17 5.8 or 5.10 is no longer true with respect to such Receivable, then the Purchase Price with respect to for such Receivable shall be reduced by in an amount equal to the Outstanding Balance of such Receivable and shall be accounted to such Seller Originator as provided in clause (c) below; provided, that if the Buyer thereafter receives payment on account of Collections due with respect to the Outstanding Balance of such Receivable, the Buyer promptly shall deliver such funds to such Seller.Originator. (b) If, on any day, the Outstanding Balance of any Receivable purchased or contributed hereunder is reduced or adjusted as a result of any defective, rejected, returned, repossessed or foreclosed goods, or services, or any revision, cancellation, allowance, rebate,

Appears in 1 contract

Samples: Execution Copy 1008327189v2 Purchase and Sale Agreement (Warner Bros. Discovery, Inc.)

Settlement as to Specific Receivables and Dilution. (a) If, (i) on the day of purchase or contribution of any Receivable from an Seller Originator hereunder, any of the representations or warranties set forth in Sections 5.10Subsections (p), 5.15 and 5.17 (t) or (x) of Section 6.1 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 failure to collect such Receivable due to a discharge in bankruptcy or similar insolvency proceeding or other credit credit-related reasons with respect to the relevant Obligor) of such SellerOriginator, on any subsequent day, any of such representations or warranties set forth in Sections 5.10, 5.15 and 5.17 any of those Subsections is no longer true with respect to such Receivable, then the Purchase Price with respect to for such Receivable shall be reduced by an amount equal to the Outstanding Balance of such Receivable and shall be accounted to such Seller Originator as provided in clause Subsection (c) below; provided, that if . If the Buyer thereafter receives payment on account of Collections due with respect to such Receivable, then the amount of such payment (not exceeding the amount of the Purchase Price adjustment made under the preceding sentence) shall constitute a Purchase Price adjustment for the benefit of such Originator and shall be paid by the Buyer promptly shall deliver such funds to such Sellerin the manner provided in Section 4.2(a) as though applicable thereto.

Appears in 1 contract

Samples: Receivables Purchase and Sale Agreement (Volt Information Sciences, Inc.)

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Settlement as to Specific Receivables and Dilution. (a) If, (i) on the day of purchase or contribution of any Receivable from an Seller Originator hereunder, any of the representations or warranties set forth in Sections 5.10, 5.15 and 5.17 5.8 or 5.10 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 failure to collect such Receivable due to a discharge in bankruptcy or similar insolvency proceeding or other credit related reasons with respect to the relevant Obligor) of such SellerOriginator, on any subsequent day, any of such representations or warranties set forth in Sections 5.10, 5.15 and 5.17 5.8 or 5.10 is no longer true with respect to such Receivable, then the Purchase Price with respect to for such Receivable shall be reduced by in an amount equal to the Outstanding Balance of such Receivable and shall be accounted to such Seller Originator as provided in clause (c) below; provided, that if the Buyer thereafter receives payment on account of Collections due with respect to the Outstanding Balance of such Receivable, the Buyer promptly shall deliver such funds to such Seller.Originator. (b) If, on any day, the Outstanding Balance of any Receivable purchased or contributed hereunder is reduced or adjusted as a result of any defective, rejected, returned,

Appears in 1 contract

Samples: Purchase and Sale Agreement (Warner Bros. Discovery, Inc.)

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