Working Capital Reserve Account. (a) On July 2, 2010, the Company established the Working Capital Reserve (the “Working Capital Reserve”) for the purpose of (i) paying the Working Capital Expenses to the extent there are insufficient funds in the Collection Account with which to pay the outstanding amount of the Working Capital Expenses then due and payable, in which case the Company, shall instruct the Paying Agent to release some or all of the funds from the Working Capital Reserve Account (in an amount that the Manager determines in the exercise of its reasonable discretion) and allocate and distribute such released funds to the Collection Account from which the funds will be available to pay such Working Capital Expenses, and (ii) advancing all Funding Draws as permitted pursuant to the applicable Loan Documents, in which case the Company, in the exercise of its reasonable discretion, may instruct the Paying Agent to release some or all of the funds from the Working Capital Reserve Account and allocate and distribute such released funds to the Company for the funding of such Funding Draws.
(b) The Working Capital Reserve Account shall be held in trust by the Paying Agent for the benefit of the Company and shall be established and maintained for the sole purpose of holding and distributing the Working Capital Reserve funds.
(c) The Working Capital Reserve Account was funded initially in accordance with Section 12.11 of the LLC Operating Agreement and thereafter shall be replenished through deposits made into the Working Capital Reserve Account in accordance with Section 5.1(b)(iv) of this Agreement.
(d) At all times prior to the Purchase Money Notes Defeasance Date, the Manager, in the exercise of its reasonable discretion, shall determine the amount of funds to be on deposit in the Working Capital Reserve Account, which amount shall be equal to or greater than the Working Capital Reserve Floor but less than the Working Capital Reserve Replenishment Cap; provided, however, that the Manager, in the exercise of its reasonable discretion, may determine to release funds from the Working Capital Reserve Account and reduce the Working Capital Reserve to an amount below the Working Capital Reserve Floor if such funds are required to pay Working Capital Expenses then due and payable so long as the balance of the Working Capital Reserve Account is restored to the Working Capital Reserve Floor as soon thereafter as is practicable.
(e) At the time of the Final Distribution, the Paying Agent shall...
Working Capital Reserve Account. (a) Pursuant to the LLC Operating Agreement and the Custodial and Paying Agency Agreement, the Company has established the Working Capital Reserve Account to be maintained with the Paying Agent, and the Initial Member and the Private Owner have funded the Working Capital Reserve into the Working Capital Reserve Account in an initial amount of the WCR Account Deposit for purposes of funding Working Capital Expenses of the Company in accordance with the LLC Operating Agreement and the Custodial and Paying Agency Agreement. Except as otherwise directed by the Manager, the Servicer must not cause (and must ensure that no Subservicer causes) funds from any other source (other than interest or earnings on the Working Capital Reserve) to be commingled in the Working Capital Reserve Account (it being understood that deposits into such Working Capital Reserve Account must be made only pursuant to the Custodial and Paying Agency Agreement and the LLC Operating Agreement).
(b) Except as otherwise directed by the Manager, any and all amounts on deposit in the Working Capital Reserve Account (including interest and earnings thereon) must be disbursed strictly in accordance with this Agreement (including the additional terms and conditions set forth in the Servicing Obligations) for purposes of payment of applicable Working Capital Expenses.
Working Capital Reserve Account. (a) Funds shall be deposited into the Working Capital Reserve Account in accordance with Sections 8.08(b)(vi) and (c)(viii) (Revenue Account), Section 3.09(d)(iii)(B) (Optional Prepayments) and Section 3.10(e) (Mandatory Prepayments). Amounts deposited into the Working Capital Reserve Account pursuant to priority item second of Sections 3.10(d)(e)(i) and (ii) shall be deposited into a sub-account (the "Working Capital LC Collateral Sub-Account").
(b) Unless a Notice of Suspension is in effect or a Default or Event of Default would occur after giving effect to any application of funds contemplated hereby, the Borrowers may direct, by delivery of a Working Capital Transfer Certificate to the Accounts Bank (with a copy to the Administrative Agent), the transfer or withdrawal of amounts standing to the credit of the Working Capital Reserve Account (other than amounts standing to the credit of the Working Capital LC Collateral Sub-Account) to pay directly:
(i) amounts due and owing for Operation and Maintenance Expenses in accordance with the Operating Budget, but only to the extent that adequate funds are not available for the payment of such Operation and Maintenance Expenses in the Operating Account; provided, that the amount of such transfer of funds, when taken together with the amounts transferred to the Operating Account during such month pursuant to Section 8.08(b)(i) (Revenue Account) or Section 8.08(c)(i) (Revenue Account) (excluding any amounts transferred to the Operating Account to cover the cost of corn, natural gas, electricity, insurance premiums and Borrower Taxes), does not exceed the Permitted Operating Budget Deviation Levels;
(ii) amounts due and owing for Maintenance Capital Expenses in accordance with the Operating Budget, but only to the extent that adequate funds are not available for the payment of such Maintenance Capital Expenses in the Maintenance Capital Expense Account; provided, that the amount of such transfer of funds, when taken together with the amounts transferred to the Maintenance Capital Expense Account during such month pursuant to Section 8.08(b)(ii) (Revenue Account) or Section 8.08(c)(ii) (Revenue Account), does not exceed the Permitted Operating Budget Deviation Levels; and
(iii) amounts due and owing for start-up costs with respect to the Greenfield Plants.
(c) If, on any Quarterly Payment Date, the funds on deposit in or standing to the credit of the Working Capital Reserve Account (other than amounts standing to t...
Working Capital Reserve Account. On the date hereof, the Company shall
Working Capital Reserve Account. (a) On the Agreement Date, the Company is to establish the “Working Capital
Working Capital Reserve Account. (a) Pursuant to the LLC Operating Agreement and the Custodial and Paying Agency Agreement, the Company has established the Working Capital Reserve Account to be maintained with the Paying Agent, and the Initial Member and the Private Owner have funded the Working Capital Reserve into the Working Capital Reserve Account in an initial amount of the WCR Account Deposit for purposes of funding Working Capital Expenses and Permitted Vertical Completion Expenses of the Company in accordance with the LLC Operating Agreement and the Custodial and Paying Agency Agreement. Except as otherwise directed by the Manager, the Servicer shall not cause funds from any other source (other than interest or earnings on the Working Capital Reserve and the proceeds of Advance Loans used to replenish the Working Capital Reserve Account as permitted pursuant the Advance Facility Agreement) to be commingled in the Working Capital Reserve Account (it being understood that deposits into such Working Capital Reserve Account shall be made only pursuant to the Custodial and Paying Agency Agreement, the LLC Operating Agreement and the Advance Facility Agreement).
(b) Except as otherwise directed by the Manager, any and all amounts on deposit in the Working Capital Reserve Account (including interest and earnings thereon) shall be disbursed strictly in accordance with this Agreement (including the additional terms and conditions set forth in the Servicing Obligations).
(c) The Working Capital Reserve Account (and all funds therein) will be subject to an account control agreement among the Company, the Collateral Agent and the Paying Agent.
Working Capital Reserve Account. (a) Funds shall be deposited into the Working Capital Reserve Account in accordance with Section 8.04(b)(vi) (Revenue Account), Section 3.09(d)(ii)(B) and (C) (Optional Prepayments) and Section 3.10
Working Capital Reserve Account. Effective as of the Modification Closing Date, Section 3.9 (Working Capital Reserve Account) of the Original Loan Agreement is amended and restated as follows:
Working Capital Reserve Account. Funds deposited into the Working Capital Reserve Account may be used by Borrower to pay for working capital expenses as requested to Lender periodically. All requests by Borrower for the disbursement of funds from the Working Capital Reserve Account for working capital purposes must be accompanied by a written request for funds and a detailed breakdown of the business expenses to be paid from funds to be drawn. All draws will be subject to the prior approval of Lender.
Working Capital Reserve Account. The Working Capital Reserve Account will be funded with up to $4 million (the “WCR Required Amount”) and replenished in accordance with the Revenue Account Waterfall described below. In addition, at the Closing the Working Capital Reserve Account will also be funded, in accordance with the Revenue Account Waterfall described below, with up to an additional $2 million to pay costs of the Huron rail project that is currently anticipated to be completed in the spring of 2010.
