Common use of Termination of a Seller Clause in Contracts

Termination of a Seller. (a) Any Seller (other than FII) shall be terminated as a Seller hereunder by the Company and with prior written notice to the Administrator, on behalf of the Purchaser, on the date such Seller ceases to be a wholly-owned direct or indirect Subsidiary of FII (a "Mandatory Seller Termination Date"); provided that (i) the aggregate Outstanding Balance of the Transferred Receivables of any such Sellers which so cease to be wholly-owned Subsidiaries at such time (together with the aggregate Outstanding Balance of Transferred Receivables of all Sellers which have been terminated pursuant to this Section 9.3 within the preceding 90 days) shall not exceed 10% of the aggregate Outstanding Balance of all Transferred Receivables at such time and (ii) the Purchase Termination Date has not occurred and no Purchase Termination Date would occur as a result thereof. From and after any Mandatory Seller Termination Date, the Company shall cease buying Receivables and other Related Rights from the related Seller. Each such Seller shall be released as a Seller party hereto for all purposes and shall cease to be a party hereto on the 90th day after the date on which there are no amounts outstanding with respect to Transferred Receivables previously sold by such Seller to the Company, whether such amounts have been collected or written off in accordance with the Credit and Collection Policy of such Seller. Prior to such day, such Seller shall be obligated to perform its servicing and other obligations hereunder and under the Transaction Documents to which it is a party with respect to Transferred Receivables previously sold by such Seller to the Company, including, without limitation, its obligation to direct the deposit of Collections into the appropriate Lock-Box Account.

Termination of a Seller. (a) Any Seller (other than FIILyondell) shall be terminated as a Seller hereunder by the Company Buyer and with prior written notice to the AdministratorAgent, on behalf of the PurchaserPurchasers, (i) on the date occurrence of any event set forth in Section 7.1(f) of the Receivables Purchase Agreement as to such Seller, (ii) if the Company ceases to own, directly or indirectly, 100% of the Equity Interests of such Seller, or (iii) on five Business Days’ notice to such effect by the Agent (with the consent or at the request of the Required Purchasers) to the Buyer following the occurrence of any Event of Termination as to such Seller ceases to be (each a wholly-owned direct or indirect Subsidiary of FII (a "“Mandatory Seller Termination Date"”); provided that (i) the aggregate Outstanding Balance of the Transferred Receivables of any such Sellers which so cease to be wholly-owned Subsidiaries at such time (together with the aggregate Outstanding Balance of Transferred Receivables of all Sellers which have been terminated pursuant to this Section 9.3 within the preceding 90 days) shall not exceed 10% of the aggregate Outstanding Balance of all Transferred Receivables at such time and (ii) the Purchase Termination Date has not occurred and no Purchase Termination Date would occur as a result thereof. From and after any Mandatory Seller Termination Date, the Company Buyer shall cease buying Receivables and other Related Rights Receivable Assets from the related Seller. Each such Seller being terminated shall be released as a Seller party hereto for all purposes and shall cease to be a party hereto on the 90th 91st day after the date on which there are no amounts payable hereunder by such Seller and no amounts outstanding with respect to Transferred Seller Receivables previously sold by such Seller to the CompanyBuyer, whether such amounts have been collected or written off in accordance with the Credit and Collection Policy of such Seller. Prior to such day, such Seller shall be obligated to perform its servicing and other obligations hereunder and under the Transaction Documents to which it is a party with respect to Transferred Receivables Receivable Assets previously sold by such Seller to the CompanyBuyer, including, without limitation, its obligation to direct the deposit of Collections into the appropriate Lock-Box Account.

Termination of a Seller. (a) Any Seller (other than FIIChemtura) shall be terminated as a Seller hereunder by the Company Buyer and with prior written notice to the AdministratorAgent, on behalf of the PurchaserPurchasers, (i) on the date occurrence of any event set forth in Section 7.01(f) of the Receivables Purchase Agreement as to such Seller, (ii) in the case of any Seller other than Chemtura, Chemtura no longer owns, directly or indirectly, 100% of the Equity Interests of such Seller, or (iii) five Business Days’ notice to such effect by the Agent (with the consent or at the request of the Required Purchasers) to the Buyer following the occurrence of any Event of Termination as to such Seller ceases to be (each a wholly-owned direct or indirect Subsidiary of FII (a "“Mandatory Seller Termination Date"”); provided that (i) the aggregate Outstanding Balance of the Transferred Receivables of any such Sellers which so cease to be wholly-owned Subsidiaries at such time (together with the aggregate Outstanding Balance of Transferred Receivables of all Sellers which have been terminated pursuant to this Section 9.3 within the preceding 90 days) shall not exceed 10% of the aggregate Outstanding Balance of all Transferred Receivables at such time and (ii) the Purchase Termination Date has not occurred and no Purchase Termination Date would occur as a result thereof. From and after any Mandatory Seller Termination Date, the Company Buyer shall cease buying Receivables and other Related Rights Receivable Assets from the related Seller. Each such Seller being terminated shall be released as a Seller party hereto for all purposes and shall cease to be a party hereto on the 90th 91st day after the date on which there are no amounts payable hereunder by such Seller and no amounts outstanding with respect to Transferred Seller Receivables previously sold by such Seller to the CompanyBuyer, whether such amounts have been collected or written off in accordance with the Credit and Collection Policy of such Seller. Prior to such day, such Seller shall be obligated to perform its servicing and other obligations hereunder and under the Transaction Documents to which it is a party with respect to Transferred Receivables Receivable Assets previously sold by such Seller to the CompanyBuyer, including, without limitation, its obligation to direct the deposit of Collections into the appropriate Lock-Box Account or Deposit Account.

Termination of a Seller. (a) Any Seller (other than FIIthe Originator) shall be terminated as a Seller hereunder by the Company Buyer and with prior written notice to the AdministratorAdministrative Agent, on behalf of the PurchaserPurchasers, and the Co-Collateral Agents (i) on the date occurrence of a Bankruptcy Event as to such Seller, (ii) with the consent of the Co-Collateral Agents, if the Parent ceases to own, directly or indirectly, 100% of the Equity Interests of such Seller, or (iii) on five Business Days written notice to such effect by the Administrative Agent (with the consent or at the request of the Instructing Group) to the Buyer following the occurrence of any Termination Event as to such Seller ceases to be (each a wholly-owned direct or indirect Subsidiary of FII (a "“Mandatory Seller Termination Date"”); provided that (i) the aggregate Outstanding Balance of the Transferred Receivables of any such Sellers which so cease to be wholly-owned Subsidiaries at such time (together with the aggregate Outstanding Balance of Transferred Receivables of all Sellers which have been terminated pursuant to this Section 9.3 within the preceding 90 days) shall not exceed 10% of the aggregate Outstanding Balance of all Transferred Receivables at such time and (ii) the Purchase Termination Date has not occurred and no Purchase Termination Date would occur as a result thereof. From and after any Mandatory Seller Termination Date, the Company Buyer shall cease buying Receivables Receivables, Related Security and other Related Rights Collections from the related such Seller. Each such Seller being terminated shall be released as a Seller party hereto for all purposes and shall cease to be a party hereto on the 90th 91st day after the date on which there are no amounts payable hereunder by such Seller and no amounts outstanding with respect to Transferred the Residual Interest or Receivables previously transferred or sold by such Seller to the CompanyBuyer, whether such amounts have been collected or written off in accordance with the Credit and Collection Policy of such Seller. Prior to such day, such Seller shall be obligated to perform its servicing and other obligations hereunder and under the Transaction Documents to which it is a party with respect to Transferred Receivables the Residual Interest, Receivables, Related Security and Collections previously transferred or sold by such Seller to the CompanyBuyer, including, without limitation, its obligation to direct the deposit of Collections into the appropriate Lock-Box Account.

Termination of a Seller. (a) Any Seller (other than FII) shall be terminated as a Seller hereunder by the Company and with prior written notice to the AdministratorAgent, on behalf of the Purchaser, on the date such Seller ceases to be a wholly-owned direct or indirect Subsidiary of FII Cadmus (a "Mandatory Seller Termination Date"); provided that (i) the aggregate Outstanding Balance of the Transferred Receivables of any such Sellers which so cease to be wholly-owned Subsidiaries at such time (together with the aggregate Outstanding Balance of Transferred Receivables of all Sellers which have been terminated pursuant to this Section 9.3 within the preceding 90 days) shall not exceed 10% of the aggregate Outstanding Balance of all Transferred Receivables at such time and (ii) the Purchase Termination Date has not occurred and no Purchase Termination Date would occur as a result thereof. From and after any Mandatory Seller Termination Date, the Company shall cease buying Receivables and other Related Rights from the related Seller. Each such Seller shall be released as a Seller party hereto for all purposes and shall cease to be a party hereto on the 90th day date that is the later of (A) 90 days after the Mandatory Seller Termination Date and (B) the date on which there are no all amounts outstanding with respect to Transferred Receivables previously sold by such Seller to the Company, whether such amounts Company have been collected or written off in accordance with the Credit and Collection Policy of such Seller. Prior to such day, such Seller shall continue to be obligated to perform its servicing and other obligations hereunder and under the Transaction Documents to which it is a party with respect to Transferred Receivables previously sold by such Seller to the Company, including, without limitation, its obligation to direct the deposit of Collections into the appropriate Lock-Box AccountBox.

Termination of a Seller. (a) Any Seller (other than FIIincluding any Participating Divisions, but excluding MascoTech itself) shall be terminated as a Seller hereunder by the Company and with prior written notice to the AdministratorAdministrative Agent, on behalf of the Purchaser, on the date such Seller (including any Participating Division, but excluding MascoTech itself) ceases to be a wholly-owned direct or indirect Subsidiary (or, in the case of FII a Participating Division, ceases to be a division) of MascoTech (a "Mandatory Seller Termination Date"); provided that (i) the aggregate Outstanding Unpaid Balance of the Transferred Receivables of any such Sellers which so cease to be wholly-owned Subsidiaries at such time terminated Seller or Participating Division (together with the aggregate Outstanding Unpaid Balance of Transferred Receivables of all other terminated Sellers or Participating Divisions which have been terminated pursuant to this Section 9.3 within the preceding 90 days) shall not exceed 10% of the aggregate Outstanding Unpaid Balance of all Transferred Receivables at such time and (ii) the Purchase Termination Date has not occurred and no Purchase Termination Date would occur as a result thereof. From and after any Mandatory Seller Termination Date, the Company shall cease buying Receivables and other Related Rights from the related Sellerterminated Seller or Participating Division. Each such terminated Seller or Participating Division shall be released as a Seller party or Participating Division with respect hereto for all purposes and in the case of a Seller shall cease to be a party hereto (or, in the case of a Participating Division, shall cease to be bound hereby) on the 90th day after the date on which there are no amounts outstanding with respect to Transferred Receivables previously sold by such Seller or Participating Division to the Company, whether such amounts have been collected or written off in accordance with the Credit and Collection Policy of such SellerSeller or Participating Division. Prior to such day, each such terminated Seller shall be obligated to perform its servicing and other obligations hereunder and under the Transaction Documents to which it is a party with respect to Transferred Receivables previously sold by such Seller to the Company, including, without limitation, its obligation to direct the deposit of Collections into the appropriate Lock-Box Lockbox Account.

Termination of a Seller. (a) Any Seller (other than FII) shall be terminated as a Seller hereunder by the Company and with prior written notice to the AdministratorAgent, on behalf of the Purchaser, on the date such Seller ceases to be a wholly-owned direct or indirect Subsidiary of FII Cadmus (a "Mandatory Seller Termination DateMANDATORY SELLER TERMINATION DATE"); provided that (i) the aggregate Outstanding Balance of the Transferred Receivables of any such Sellers which so cease to be wholly-owned Subsidiaries at such time (together with the aggregate Outstanding Balance of Transferred Receivables of all Sellers which have been terminated pursuant to this Section 9.3 within the preceding 90 days) shall not exceed 10% of the aggregate Outstanding Balance of all Transferred Receivables at such time and (ii) the Purchase Termination Date has not occurred and no Purchase Termination Date would occur as a result thereof. From and after any Mandatory Seller Termination Date, the Company shall cease buying Receivables and other Related Rights from the related Seller. Each such Seller shall be released as a Seller party hereto for all purposes and shall cease to be a party hereto on the 90th day date that is the later of (A) 90 days after the Mandatory Seller Termination Date and (B) the date on which there are no all amounts outstanding with respect to Transferred Receivables previously sold by such Seller to the Company, whether such amounts Company have been collected or written off in accordance with the Credit and Collection Policy of such Seller. Prior to such day, such Seller shall continue to be obligated to perform its servicing and other obligations hereunder and under the Transaction Documents to which it is a party with respect to Transferred Receivables previously sold by such Seller to the Company, including, without limitation, its obligation to direct the deposit of Collections into the appropriate Lock-Box AccountBox.