Timing of Purchases and Contributions Sample Clauses

Timing of Purchases and Contributions. (a) Closing Date Purchases and Contributions. Each Originator’s entire right, title and interest in (i) each Receivable that existed and was owing to such Originator on the Closing Date for such Originator and (ii) all Related Rights with respect thereto automatically shall be deemed to have been sold or contributed, as applicable, by such Originator to the Company on the Closing Date.
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Timing of Purchases and Contributions. All Receivables existing at the opening of each Originator’s business on the Closing Date are hereby sold or contributed, as applicable, to its Related SPE on such date in accordance with the terms hereof. On and after the Closing Date until the Purchase Termination Date, each Receivable shall be deemed to have been sold or contributed by each Originator to its Related SPE immediately (and without further action by any Person) upon the creation or acquisition of such Receivable. The Related Assets with respect to each Receivable shall be sold or contributed at the same time as such Receivable, whether such Related Assets exist at such time or arise, are acquired or are originated thereafter. The Lease Device with respect to each Lease Receivable shall be contributed at the same time as the sale and/or contribution of the Lease Receivables arising under the related Lease Contract.
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Timing of Purchases and Contributions. (a) Initial Purchase Date Purchase; No Liens or Claims on Receivables or Related Rights. On the Initial Purchase Date under the Receivables Purchase Agreement, each of the Originators shall sell to the SPV Purchaser, and the SPV Purchaser shall purchase, pursuant to Section 1.1, such Originator's entire right, title and interest in, to and under (i) each Receivable (other than Receivables designated on the Purchase Report as Initial Contributed Receivables) that existed and was owing to such Originator as of the close of such Originator's business on the Initial Cut-Off Date, and (ii) all Related Rights with respect thereto. Each Originator agrees, acknowledges, confirms and covenants that the Receivables purchased by the SPV Purchaser hereunder on the Initial Purchase Date from such Originator shall be owned by the SPV Purchaser, free and clear of any Lien or claim of such Originator or any other party or Person, except any Lien arising hereunder or under the Receivables Purchase Agreement.
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Timing of Purchases and Contributions. (a) On the Initial Purchase Date each Seller shall sell to the Purchaser and the Purchaser shall purchase from each Seller, pursuant to this Agreement, all of the Sellers' right, title and interest in, to and under (i) each Receivable (other than in the case of FMC, the Initial Contributed Receivables) that existed and was owing to each such Seller as of the close of business on the Initial Cut-Off Date, and (ii) all Related Security and Collections with respect thereto. (b) After the Initial Purchase Date, and continuing until the Program Termination Date, each Receivable created or originated by each Seller, and all the Related Security and Collections with respect thereto, shall be sold or contributed by each such Seller to the Purchaser (without any further action) upon the creation or origination of such Receivables. All such Receivables, other than those Receivables which FMC has indicated by notice to the Purchaser as having been contributed by FMC to the Purchaser (such other contributed Receivables, together with the Initial Contributed Receivables, the "Contributed Receivables") and other than the Foreign Receivables, shall be sold to the Purchaser on such date and all Contributed Receivables shall be contributed by FMC to the Purchaser on such date. Each Originator agrees that upon the occurrence of a Special Event all outstanding Foreign Receivables and the Related Security and Collections with respect thereto shall be contributed to the Purchaser on the date of such occurrence and thereafter upon the creation or origination of any such Foreign Receivable such Foreign Receivable, together with the Related Security and Collection with respect thereto, shall be contributed to the Purchaser on the date of such creation or origination without any further action by the parties hereto. Notwithstanding anything to the contrary set forth herein until the occurrence of a Special Event, no Seller shall be obligated to sell or contribute any Foreign Receivable to the Purchaser.
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Timing of Purchases and Contributions. All Receivables existing at the opening of each Originator’s business on the Closing Date are hereby sold or contributed, as applicable, to its Related SPE on such date in accordance with the terms hereof. On and after the Closing Date until the Purchase Termination Date, each Receivable shall be deemed to have been sold or contributed by each Originator to its Related SPE immediately (and without further action by any Person) upon the creation or acquisition of such Receivable. The Related Assets with respect to each Receivable shall be sold or contributed at the same time as such Receivable, whether such Related Assets exist at such time or arise, are acquired or are originated thereafter. The Lease Device with respect to each Lease Receivable and each MTM Lease Receivable shall be contributed at the same time as the sale and/or contribution of the Lease Receivables or the MTM Lease Receivables, as applicable, arising under the related Lease Contract.
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Timing of Purchases and Contributions. Originator's entire right, title ------------------------------------- and interest in each Receivable that existed and was owing to Originator as of the close of Originator's business on March 16, 1998 (the "Closing Date") shall ------------ be deemed to have been sold and/or contributed to the Company on such date. After the Closing Date, each Receivable created or purchased by Originator shall be purchased (or, if such Receivable is designated as being contributed by Originator to the Company pursuant to Section 2.1, acquired) and owned by the ----------- Company (without any further action) upon the creation of such Receivable or the purchase thereof by the Originator. The Related Property with respect to each Receivable (and proceeds of such Receivable and Related Property) shall be sold and/or contributed at the same time as such Receivable, whether such Related Property (or proceeds) exist at such time or arise or are acquired thereafter.
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Timing of Purchases and Contributions 
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Related to Timing of Purchases and Contributions

  • Timing of Purchases This Option is not exercisable in any part until one (1) year after the date of grant. Subject to the provisions for termination and acceleration, this Option shall become exercisable in installments as follows: (a) after one (1) year after the date of grant, up to fifty percent (50%) of the total number of shares optioned; and (b) after two (2) years after the date of grant, up to all of the optioned shares until and including the expiration date of the Option whereupon the Option shall expire and may thereafter no longer be exercised. The Company hereby agrees that at all times there shall be reserved for issuance and delivery upon exercise of the Option such number of shares of its Common Stock as shall be required for issuance and delivery upon full exercise of the Option.

  • Allocation of Contributions You may place your contributions in one fund or in any combination of funds, although your employer may place restrictions on investment in certain funds.

  • Catch-Up Contributions In the case of a Traditional IRA Owner who is age 50 or older by the close of the taxable year, the annual cash contribution limit is increased by $1,000 for any taxable year beginning in 2006 and years thereafter.

  • Allocation of Purchase Price (i) The sum of the Purchase Price and the amount of the Assumed Liabilities (to the extent properly taken into account under the Code) shall be allocated among Sellers and (ii) the amount allocated to the Acquired Assets sold by each such Seller shall be further allocated among such Acquired Assets in accordance with Section 1060 of the Code and the Treasury Regulations promulgated thereunder (the “Allocation”). The Allocation shall be delivered by Buyer to Sellers within one hundred and twenty (120) days after the Closing. Sellers’ Representative, on behalf of Sellers, will have the right to raise reasonable objections to the Allocation within thirty (30) days after Buyer’s delivery thereof, in which event Buyer and Sellers’ Representative will negotiate in good faith to resolve such dispute. If Buyer and Sellers’ Representative cannot resolve such dispute within fifteen (15) Business Days after Sellers’ Representative notify Buyer of such objections, such dispute with respect to the Allocation shall be resolved promptly by the Neutral Accountant, the costs of which shall be shared in equal amounts by Buyer, on the one hand, and Sellers, on the other hand. The decision of the Neutral Accountant in respect of the Allocation shall be final and binding upon Buyer and Sellers. Buyer and Sellers shall file all Tax Returns (including, but not limited to, Internal Revenue Service Form 8594) consistent with the Allocation absent a change in Law; provided, however, that nothing contained herein shall prevent Buyer or any Seller from settling any proposed deficiency or adjustment by any Tax Authority based upon or arising out of the Allocation, and neither Buyer nor any Seller shall be required to litigate before any court any proposed deficiency or adjustment by any Tax Authority challenging such Allocation. Buyer and any applicable Seller shall promptly notify and provide the other with reasonable assistance in the event of an examination, audit, or other proceeding relating to Taxes regarding the Allocation of the Purchase Price and the amount of the Assumed Liabilities pursuant to this Section 3.4. Notwithstanding any other provisions of this Agreement, the foregoing agreement shall survive the Closing Date without limitation.

  • Initial Contributions The Members initially shall contribute to the Company capital as described in Schedule 2 attached to this Agreement.

  • Rollover Contributions A rollover is a tax-free distribution of cash or other assets from one retirement program to another. There are two kinds of rollover contributions to an IRA. Xx one, you contribute amounts distributed to you from one IRA xx another IRA. Xxth the other, you contribute amounts distributed to you from your employer's qualified plan or 403(b) plan to an IRA. X rollover is an allowable IRA xxxtribution which is not subject to the limits on regular contributions discussed in Part D above. However, you may not deduct a rollover contribution to your IRA xx your tax return. If you receive a distribution from the qualified plan of your employer or former employer, the distribution must be an "eligible rollover distribution" in order for you to be able to roll all or part of the distribution over to your IRA. Xxe portion you contribute to your IRA xxxl not be taxable to you until you withdraw it from the IRA. Xxur employer or former employer will give you the opportunity to roll over the distribution directly from the plan to the IRA. Xx you elect, instead, to receive the distribution, you must deposit it into the IRA xxxhin 60 days after you receive it. An "eligible rollover distribution" is any distribution from a qualified plan that would be taxable other than (1) a distribution that is one of a series of periodic payments for an employee's life or over a period of 10 years or more, (2) a required distribution after you attain age 70 1/2 and (3) certain corrective distributions. If the entire amount in your IRA xxx been contributed in a tax-free rollover from your employer's or former employer's qualified plan or 403(b) plan, you may later roll over the IRA xx a new employer's plan if such plan permits rollovers. Your IRA xxxld then serve as a conduit for those assets. However, you may later roll those IRA xxxds into a new employer's plan only if you make no further contributions to that IRA, xx commingle the IRA xxxlover funds with existing IRA xxxets.

  • Additional Contributions The Member is not required to make any additional capital contribution to the Company. However, the Member may at any time make additional capital contributions to the Company in cash or other property.

  • Change in Form or Timing of Distributions All changes in the form or timing of distributions hereunder must comply with the following requirements. The changes: (a) may not accelerate the time or schedule of any distribution, except as provided in Section 409A of the Code and the regulations thereunder; (b) must, for benefits distributable under Sections 2.1, 2.2, 2.3 and 2.4, delay the commencement of distributions for a minimum of five (5) years from the date the first distribution was originally scheduled to be made; and (c) must take effect not less than twelve (12) months after the election is made.

  • Payment of Contributions The College and eligible academic staff members of the plan shall each contribute one-half of the contributions to the Academic and Administrative Pension Plan.

  • Return of Contributions The General Partner shall not be personally liable for, and shall have no obligation to contribute or loan any monies or property to the Partnership to enable it to effectuate, the return of the Capital Contributions of the Limited Partners or Unitholders, or any portion thereof, it being expressly understood that any such return shall be made solely from Partnership assets.

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