Receivables Transfer Program definition

Receivables Transfer Program a program under which the Parent Borrower or any of its Subsidiaries sell, transfer, encumber or otherwise dispose of accounts receivable or related ancillary rights or assets, or interests therein, without recourse (except for customary representations and customary non-credit dilution provisions) other than with respect to the Parent Borrower’s or such Subsidiary’s retained interest in such accounts receivable or related ancillary rights or assets, such program to have substantially the terms and conditions provided to the Administrative Agent prior to the Closing Date, as such terms and conditions may be amended, supplemented or otherwise modified from time to time.
Receivables Transfer Program means (i) the structured receivables program conducted pursuant to that certain Second Amended and Restated Bank Receivables Purchase Agreement dated as of January 22, 2002, between DMCCB and the Borrower, that certain Second Amended and Restated Purchase Agreement dated as of January 22, 2002, between the Borrower and MRI, and the Master Trust Agreement, each as amended and supplemented from time to time or replaced by a similar agreement and related agreements; and (ii) any other program under which the Borrower and/or any of its Subsidiaries sell or transfer or may sell or transfer interests in its Accounts (x) to one or more purchasers on a limited recourse basis as determined in accordance with GAAP or (y) to a Receivables Transfer Subsidiary that incurs Indebtedness secured by such Accounts, but excluding any sales of Accounts made in conjunction with any sale of other assets of the Borrower or any of the Subsidiaries. Interests in any Account sold or transferred by the Borrower and/or any of its Subsidiaries under clause (i) above will for all purposes be deemed sold or transferred pursuant to a Receivables Transfer Program as of the date the Account arising under the applicable credit card account is initially transferred to the relevant Receivables Transfer Subsidiary.
Receivables Transfer Program any program under which the Borrower or any of its Subsidiaries sell, transfer, encumber or otherwise dispose of without recourse accounts receivable and related ancillary rights.

Examples of Receivables Transfer Program in a sentence

  • Sell all Accounts comprising receivables owing by any obligor pursuant to any credit card Account under a credit card agreement held by a Credit Card Bank (to the extent not funded by deposits or capital of such Credit Card Bank) to the Borrower, any Subsidiary Guarantor or to another Depositary Institution (for the purpose of investing its deposits) or directly or indirectly through a Receivables Transfer Subsidiary, into any Receivables Transfer Program.

  • In the case of the Borrower, sell, transfer or otherwise dispose of any Accounts owned by it to any Person except (i) to a Receivables Transfer Subsidiary whose Capital Stock has been pledged pursuant to the Pledge Agreement, (ii) directly into a Receivables Transfer Program, (iii) to a Subsidiary Guarantor or (iv) as permitted by Section 6.08.

  • In the case of the Borrower, sell, transfer or otherwise dispose of any Accounts owned by it to any Person except (i) to a Receivables Transfer Subsidiary whose Capital Stock has been pledged pursuant to a Pledge Agreement, (ii) directly into a Receivables Transfer Program, (iii) to a Subsidiary Guarantor, or (iv) as permitted by Section 6.08(d), (e) and (f).

  • In the case of the Borrower, sell, transfer or otherwise dispose of any Accounts owned by it to any Person except (a) to a Receivables Transfer Subsidiary whose Capital Stock has been pledged pursuant to a Pledge Agreement, (b) directly into a Receivables Transfer Program, (c) to a Subsidiary Guarantor or (d) as permitted by Section 6.08(d), (e) and (f).

  • Sell all Accounts comprising receivables owing by any obligor pursuant to any credit card Account under a credit card agreement held by a Credit Card Bank (to the extent not funded by deposits or capital of such Credit Card Bank) to the Borrower, any Subsidiary Guarantor or to another Depositary Institution (for the purpose of investing its deposits) or directly or indirectly through a Receivables Transfer Subsidiary, into or related to any Receivables Transfer Program.

  • Cause each Credit Card Bank to sell all of such Credit Card Bank's Accounts to the Borrower or directly, or indirectly through a Receivables Transfer Subsidiary, into any Receivables Transfer Program (except in connection with sales of credit cardholder accounts permitted by Section 6.03).

  • Create, incur, assume or permit to exist any Lien on any property or assets, including stock or other securities of any Person now owned or hereafter acquired or assign or convey any rights to or security interests in any future revenue (in each case, other than property or assets sold or transferred pursuant to the Receivables Transfer Program).

  • Sell all Accounts comprising receivables owing by any obligor pursuant to any credit card Account under a credit card agreement held by a Credit Card Bank (to the extent not funded by deposits or capital of such Credit Card Bank) to the Borrower or to another Depositary Institution (for the purpose of investing its deposits) or directly or indirectly through a Receivables Transfer Subsidiary, into any Receivables Transfer Program.


More Definitions of Receivables Transfer Program

Receivables Transfer Program means (i) the structured receivables program conducted pursuant to that certain Bank Receivables Purchase Agreement dated as of May 26, 1995, between DMCCB and Fingerhut (whose rights and obligations were assigned to and assumed by the Borrower pursuant to an Assignment and Assumption Agreement dated as of September 16, 1996 (the "Assignment Agreement") between Fingerhut and the Borrower), that certain Purchase Agreement dated as of May 26, 1995, between Fingerhut (whose rights and obligations thereunder were assigned to and assumed by the Borrower under the Assignment Agreement) and MRI and the Master Trust Agreement, each as amended and supplemented from time to time or replaced by a similar agreement and related agreements; and (ii) any other program under which the Borrower and/or any of its Subsidiaries sell or may sell interests in its Accounts to one or more purchasers on a limited recourse basis as determined in accordance with GAAP, but excluding any sales of Accounts made in conjunction with any sale of other assets of the Borrower or any of the Subsidiaries. Interests in Accounts sold by the Borrower and/or any of its Subsidiaries under clause (i) above will for all purposes be deemed sold pursuant to a Receivables Transfer Program as of the date the Accounts are initially transferred to the relevant Receivables Transfer Subsidiary.
Receivables Transfer Program means (i) the structured receivables program conducted pursuant to that certain Purchase Agreement dated as of June 29, 1994, between Fingerhut Corporation and FRI and that certain Pooling and Servicing Agreement dated as of June 29, 1994, among FRI, Fingerhut Corporation and Bank of New York (Delaware), each as amended and supplemented from time to time or replaced by a similar agreement and related agreements; (ii) the owner trust commercial paper program conducted pursuant to an owner trust agreement between FRI, as depositor, and Wilmington Trust Company, as owner trustee, a liquidity agreement among the Fingerhut Owner Trust, The Chase Manhattan Bank, as agent, and the lenders party thereto, and related agreements under which the Owner Trust would issue commercial paper and (iii) any other program under which the Borrower and/or any of its Subsidiaries sell interests in its Accounts to one or more purchasers on a limited recourse basis as determined in accordance with GAAP, but excluding any sales of Accounts made in conjunction with any sale of other assets of the Borrower or any of the Subsidiaries. Interests in Accounts sold by the Borrower and/or any of its Subsidiaries under clause (i) above will for all purposes be deemed sold pursuant to a Receivables Transfer Program as of the date the Accounts are initially transferred to FRI.
Receivables Transfer Program means (i) the structured receivables program conducted pursuant to that certain Bank Receivables Purchase Agreement dated as of May 26, 1995, between DMCCB's predecessor and Fingerhut Companies, Inc. ("Fingerhut") (whose rights and obligations were assigned to and assumed by the Borrower pursuant to an Assignment and Assumption Agreement dated as of September 16, 1996 (the "Assignment Agreement") between Fingerhut and the Borrower), as amended and restated pursuant to the Bank Receivables Purchase Agreement dated as of July 30, 1998, between DMCCB and the Borrower, that certain Purchase Agreement dated as of May 26, 1995, between Fingerhut (whose rights and obligations thereunder were assigned to and assumed by the Borrower under the Assignment Agreement) and MRI, as amended and restated pursuant to the Receivables Purchase Agreement dated as of July 30, 1998, between DMCCB and the Borrower, and the Master Trust Agreement, each as amended and supplemented from time to time or replaced by a similar agreement and related agreements; and (ii) any other program under which the Borrower and/or any of its Subsidiaries sell or transfer or may sell or transfer interests in its Accounts (x) to one or more purchasers on a limited recourse basis as determined in accordance with GAAP or (y) to a Receivables Transfer Subsidiary that incurs Indebtedness secured by such Accounts, but excluding any sales of Accounts made in conjunction with any sale of other assets of the Borrower or any of the Subsidiaries. Interests in any Account sold or transferred by the Borrower and/or any of its Subsidiaries under clause (i) above will for all purposes be deemed sold or transferred pursuant to a Receivables Transfer Program as of the date the Account arising under the applicable credit card account is initially transferred to the relevant Receivables Transfer Subsidiary.
Receivables Transfer Program means (i) the structured receivables program conducted pursuant to that certain Bank Receivables Purchase Agreement dated as of May 26, 1995, between Direct Merchants Credit Card Bank, National Association, and the Borrower (as assignee of the Parent), that certain Purchase Agreement dated as of May 26, 1995, between the Borrower (as assignee of the Parent) and MRI and that certain Pooling and Servicing Agreement dated as of May 26, 1995, among MRI, Direct Merchants Credit Card Bank, National Association, and Bank of New York (Delaware), each as amended and supplemented from time to time or replaced by a similar agreement and related agreements; (ii) the owner trust commercial paper program conducted pursuant to an owner trust agreement between FRI, as depositor, and Wilmington Trust Company, as owner trustee, a liquidity agreement among the Fingerhut Owner Trust, The Chase Manhattan Bank, as agent, and the lenders party thereto, and related agreements under which the Owner Trust would issue commercial paper and (iii) any other program under which the Borrower and/or any of its Subsidiaries sell interests in its Accounts to one or more purchasers on a limited recourse basis as determined in accordance with GAAP, but excluding any sales of Accounts made in conjunction with any sale of other assets of the Borrower or any of the Subsidiaries. Interests in Accounts sold by the Borrower and/or any of its Subsidiaries under clause (i) above will for all purposes be deemed sold pursuant to a Receivables Transfer Program as of the date the Accounts are initially transferred to the relevant Receivables Transfer Subsidiary.
Receivables Transfer Program means (i) the structured receivables program conducted pursuant to that certain Amended and Restated Pooling and Servicing Agreement dated as of March 18, 1998, among Fingerhut Receivables, Inc., Fingerhut National Bank and The Bank of New York (Delaware), as amended and supplemented from time to time or replaced by a similar agreement and related agreements; and (ii) any other program under which the Borrower and/or any of its Subsidiaries sell or otherwise finance interests in its Accounts to one or more purchasers or lenders on a limited recourse basis as determined in accordance with GAAP, but excluding any sales of Accounts made in conjunction with any sale of other assets of the Borrower or any of the Subsidiaries. Interests in Accounts sold by the Borrower and/or any of its Subsidiaries under clause (i) above will for all purposes be deemed sold pursuant to a Receivables Transfer Program as of the date the Accounts are initially transferred to a Receivables Subsidiary.

Related to Receivables Transfer Program

  • Receivables Transfer Agreement means, collectively or individually, the Originator Receivables Transfer Agreement and the Master Trust Receivables Transfer Agreement, as the context may require.

  • Receivables Transaction any transactions or series of related transactions providing for the financing of Receivables of the Borrower or any of its Subsidiaries.

  • Receivables Program means, with respect to any Person, an agreement or other arrangement or program providing for the advance of funds to such Person against the pledge, contribution, sale or other transfer of encumbrances of Receivables Program Assets of such Person or such Person and/or one or more of its Subsidiaries.

  • Receivables Transaction Amount means the amount of obligations outstanding under the legal documents entered into as part of such Qualified Receivables Transaction on any date of determination that would be characterized as principal if such Qualified Receivables Transaction were structured as a secured lending transaction rather than as a purchase.

  • Permitted Receivables Transaction means any transaction or series of transactions entered into by the Company or any of its Subsidiaries in order to monetize or otherwise finance a pool (which may be fixed or revolving) of receivables, leases or other financial assets (including, without limitation, financing contracts) or other transactions evidenced by receivables purchase agreements, including, without limitation, factoring agreements and other similar agreements pursuant to which receivables, leases, other financial assets, and any assets related thereto, are sold at a discount (in each case whether now existing or arising in the future), and which may include a grant of a security interest in any such receivables, leases, other financial assets (whether now existing or arising in the future) of the Company or any of its Subsidiaries, and any assets related thereto, including all collateral securing such receivables, leases, or other financial assets, all contracts and all guarantees or other obligations in respect thereof, proceeds thereof and other assets that are customarily transferred, or in respect of which security interests are customarily granted, in connection with asset securitization transactions involving receivables, leases, or other financial assets or other transactions evidenced by receivables purchase agreements, including, without limitation, factoring agreements and other similar agreements pursuant to which receivables are sold at a discount.

  • Qualified Receivables Transaction means any transaction or series of transactions that may be entered into by the Company or any of its Subsidiaries pursuant to which the Company or any of its Subsidiaries may sell, convey or otherwise transfer to:

  • Receivables Reserves mean such reserves as may be established from time to time by the Administrative Agent in the Administrative Agent’s Permitted Discretion with respect to the determination of the collectability in the ordinary course of Eligible Accounts Receivables, including, without limitation, reserves for dilution.

  • Receivables Schedule means the schedule of receivables attached as Schedule A, as amended, supplemented or otherwise modified and in effect from time to time.

  • Receivables Net Investment means the aggregate cash amount paid by the lenders or purchasers under any Permitted Receivables Financing in connection with their purchase of, or the making of loans secured by, Receivables Assets or interests therein, as the same may be reduced from time to time by collections with respect to such Receivables Assets or otherwise in accordance with the terms of the Permitted Receivables Documents (but excluding any such collections used to make payments of items included in clause (c) of the definition of Interest Expense); provided, however, that if all or any part of such Receivables Net Investment shall have been reduced by application of any distribution and thereafter such distribution is rescinded or must otherwise be returned for any reason, such Receivables Net Investment shall be increased by the amount of such distribution, all as though such distribution had not been made.

  • Receivables Fee means distributions or payments made directly or by means of discounts with respect to any accounts receivable or participation interest issued or sold in connection with, and other fees paid to a Person that is not a Restricted Subsidiary in connection with, any Receivables Facility.

  • Receivables Fees means distributions or payments made directly or by means of discounts with respect to any participation interest issued or sold in connection with, and other fees paid to a Person that is not a Restricted Subsidiary in connection with, any Receivables Financing.

  • Receivables Entity means (x) the Excluded Subsidiary and (y) each other wholly-owned Subsidiary of the Borrower which engages in no activities other than in connection with the financing of accounts receivable of the Receivables Sellers and which is designated (as provided below) as the “Receivables Entity” (a) no portion of the Indebtedness or any other obligations (contingent or otherwise) of which (i) is guaranteed by the Borrower or any other Subsidiary of the Borrower (excluding guarantees of obligations (other than the principal of, and interest on, Indebtedness) pursuant to Standard Securitization Undertakings), (ii) is recourse to or obligates the Borrower or any other Subsidiary of the Borrower in any way (other than pursuant to Standard Securitization Undertakings) or (iii) subjects any property or asset of the Borrower or any other Subsidiary of the Borrower, directly or indirectly, contingently or otherwise, to the satisfaction thereof (other than pursuant to Standard Securitization Undertakings), (b) with which neither the Borrower nor any of its Subsidiaries has any contract, agreement, arrangement or understanding (other than pursuant to the Permitted Receivables Facility Documents (including with respect to fees payable in the ordinary course of business in connection with the servicing of accounts receivable and related assets)) on terms less favorable to the Borrower or such Subsidiary than those that might be obtained at the time from persons that are not Affiliates of the Borrower, and (c) to which neither the Borrower nor any other Subsidiary of the Borrower has any obligation to maintain or preserve such entity’s financial condition or cause such entity to achieve certain levels of operating results. Any such designation shall be evidenced to the Administrative Agent by filing with the Administrative Agent an officer’s certificate of the Borrower certifying that, to the best of such officer’s knowledge and belief after consultation with counsel, such designation complied with the foregoing conditions.

  • Receivables Seller means the Borrower or those Subsidiaries that are from time to time party to the Permitted Receivables Facility Documents (other than any Receivables Entity).

  • Receivables Financing means any transaction or series of transactions that may be entered into by the Issuer or any of its Subsidiaries pursuant to which the Issuer or any of its Subsidiaries may sell, convey or otherwise transfer to (a) a Receivables Subsidiary (in the case of a transfer by the Issuer or any of its Subsidiaries); and (b) any other Person (in the case of a transfer by a Receivables Subsidiary), or may grant a security interest in, any accounts receivable (whether now existing or arising in the future) of the Issuer or any of its Subsidiaries, and any assets related thereto including, without limitation, all collateral securing such accounts receivable, all contracts and all guarantees or other obligations in respect of such accounts receivable, proceeds of such accounts receivable and other assets which are customarily transferred or in respect of which security interests are customarily granted in connection with asset securitization transactions involving accounts receivable and any Hedging Obligations entered into by the Issuer or any such Subsidiary in connection with such accounts receivable.

  • Receivables Sale Agreement means that certain Receivables Sale Agreement, dated as of the Closing Date, by and among the Originators and Seller, as amended, restated, supplemented or otherwise modified from time to time.

  • Receivables Transaction Attributed Indebtedness means the amount of obligations outstanding under the legal documents entered into as part of any Qualified Receivables Transaction on any date of determination that would be characterized as principal if such Qualified Receivables Transaction were structured as a secured lending transaction rather than as a purchase.

  • Securities Transaction means a purchase of or sale of Securities.

  • Receivables Pool means, at any time, all of the then outstanding Receivables purchased by the Seller pursuant to the Sale Agreement prior to the Facility Termination Date.

  • Receivables Purchase Facility means any securitization facility made available to the Borrower or any of its Subsidiaries, pursuant to which receivables of the Borrower or any of its Subsidiaries are transferred to one or more SPCs, and thereafter to certain investors, pursuant to the terms and conditions of the Receivables Purchase Documents.

  • Receivables Related Assets means accounts receivable, instruments, chattel paper, obligations, general intangibles and other similar assets, in each case relating to receivables subject to the Permitted Receivables Facility, including interests in merchandise or goods, the sale or lease of which gave rise to such receivables, related contractual rights, guaranties, insurance proceeds, collections and proceeds of all of the foregoing.

  • Personal Securities Transaction means any transaction in a Covered Security in which an Access Person has a direct or indirect Pecuniary Interest.

  • Personal Securities Transactions means any transaction in a Security pursuant to which an Access Person would have a Beneficial Ownership interest with the exception of obligations of the U.S. Government, bankers’ acceptances, bank certificates of deposit, money market fund shares, commercial paper, high quality short-term debt instruments and registered open-end investment companies, none of which are funds advised or sub-advised by the Firm.

  • Receivables Records means (i) all original copies of all documents, instruments or other writings or electronic records or other Records evidencing the Receivables, (ii) all books, correspondence, credit or other files, Records, ledger sheets or cards, invoices, and other papers relating to Receivables, including, without limitation, all tapes, cards, computer tapes, computer discs, computer runs, record keeping systems and other papers and documents relating to the Receivables, whether in the possession or under the control of Grantor or any computer bureau or agent from time to time acting for Grantor or otherwise, (iii) all evidences of the filing of financing statements and the registration of other instruments in connection therewith, and amendments, supplements or other modifications thereto, notices to other creditors or secured parties, and certificates, acknowledgments, or other writings, including, without limitation, lien search reports, from filing or other registration officers, (iv) all credit information, reports and memoranda relating thereto and (v) all other written or nonwritten forms of information related in any way to the foregoing or any Receivable.

  • Receivables Sellers means the Company and those Subsidiaries (other than Receivables Entities) that are from time to time party to the Permitted Receivables Facility Documents.

  • Permitted Receivables Financing means any transaction or series of transactions that may be entered into by the Borrower or any Restricted Subsidiary pursuant to which it sells, conveys or contributes to capital or otherwise transfers (which sale, conveyance, contribution to capital or transfer may include or be supported by the grant of a security interest in) Receivables or interests therein and all collateral securing such Receivables, all contracts and contract rights, purchase orders, security interests, financing statements or other documentation in respect of such Receivables, any guarantees, indemnities, warranties or other obligations in respect of such Receivables, any other assets that are customarily transferred or in respect of which security interests are customarily granted in connection with asset securitization transactions involving receivables similar to such Receivables and any collections or proceeds of any of the foregoing (collectively, the “Related Assets”), all of which such sales, conveyances, contributions to capital or transfers shall be made by the transferor for fair value as reasonably determined by the Borrower (calculated in a manner typical for such transactions including a fair market discount from the face value of such Receivables) (a) to a trust, partnership, corporation or other Person (other than the Borrower or any Subsidiary other than any Receivables Financing Subsidiary), which transfer is funded in whole or in part, directly or indirectly, by the incurrence or issuance by the transferee or any successor transferee of Indebtedness, fractional undivided interests or other securities that are to receive payments from, or that represent interests in, the cash flow derived from such Receivables and Related Assets or interests in such Receivables and Related Assets, or (b) directly to one or more investors or other purchasers (other than the Borrower or any Subsidiary), it being understood that a Permitted Receivables Financing may involve (i) one or more sequential transfers or pledges of the same Receivables and Related Assets, or interests therein (such as a sale, conveyance or other transfer to any Receivables Financing Subsidiary followed by a pledge of the transferred Receivables and Related Assets to secure Indebtedness incurred by the Receivables Financing Subsidiary), and all such transfers, pledges and Indebtedness incurrences shall be part of and constitute a single Permitted Receivables Financing, and (ii) periodic transfers or pledges of Receivables and/or revolving transactions in which new Receivables and Related Assets, or interests therein, are transferred or pledged upon collection of previously transferred or pledged Receivables and Related Assets, or interests therein, provided that any such transactions shall provide for recourse to such Subsidiary (other than any Receivables Financing Subsidiary) or the Borrower (as applicable) only in respect of the cash flows in respect of such Receivables and Related Assets and to the extent of breaches of representations and warranties relating to the Receivables, dilution of the Receivables, customary indemnities and other customary securitization undertakings in the jurisdiction relevant to such transactions.

  • Receivables Documents means all documentation relating to any receivables financing program providing for the sale of Receivables Facility Assets by the Borrower and its Subsidiaries (whether or not to a Receivables Subsidiary) in transactions purporting to be sales and shall include the Receivables Securitization Program Documents.