Discount and Fees. Funding Losses 9 Section 1.6. Payments and Computations, Etc. 9 Section 1.7. Increased Costs 10 Section 1.8. Selection and Allocation of Discount Rates 11 Section 1.9. Payments and Computations, Etc. 12
Discount and Fees. (a) The Sellers shall pay to the Purchaser certain fees in the amounts and on the dates set forth in a letter agreement, dated as of the Closing Date, among the Sellers, the Agent, the Purchaser and Manitowoc (as the same may be amended, amended and restated, supplemented or modified, the “Fee Letter”) delivered pursuant to Section 1 of Exhibit II, as such letter agreement may be amended, supplemented or otherwise modified from time to time.
Discount and Fees. Funding Losses 10 Section 1.6. Payments and Computations, Etc. 10 Section 1.7. Increased Costs 11 Section 1.8. Selection and Allocation of Discount Rates 12 Section 1.9. Payments and Computations, Etc. 12 Section 1.10. Successor LIBO Rate 13 ARTICLE II REPRESENTATIONS AND WARRANTIES; COVENANTS; TERMINATION EVENTS 14 Section 2.1. Representations and Warranties; Covenants 14 Section 2.2. Termination Events 14 ARTICLE III INDEMNIFICATION 15 Section 3.1. Indemnities by the Seller 15 Section 3.2. Indemnities by the Servicer 17 Section 3.3. Indemnity for Taxes 17 ARTICLE IV ADMINISTRATION AND COLLECTIONS 19 Section 4.1. Appointment of the Servicer 19 Section 4.2. Duties of the Servicer 20 Section 4.3. Lock-Box Arrangements 21 Section 4.4. Enforcement Rights 22 Section 4.5. Responsibilities of the Servicer 23 Section 4.6. Servicing Fee 23 ARTICLE V PERFORMANCE GUARANTY 24 Section 5.1. Guaranty 24 Section 5.2. Guaranty Absolute 24 Section 5.3. Waiver 25 Section 5.4. Subrogation 26 ARTICLE VI THE AGENTS 26 Section 6.1. Appointment and Authorization 26 Section 6.2. Delegation of Duties 27 Section 6.3. Exculpatory Provisions 27 Section 6.4. Reliance by Agents 28 Section 6.5. Notice of Termination Events 28 Section 6.6. Non-reliance on Administrator and Purchaser Agents 29 Section 6.7. Administrator, Purchasers, Purchaser Agents and Affiliates 29 Section 6.8. Indemnification 29 Section 6.9. Successor Administrator 30 ARTICLE VII MISCELLANEOUS 30 Section 7.1. Amendments, Etc. 30 Section 7.2. Notices, Etc. 31 Section 7.3. Assignability 31 Section 7.4. Costs; Expenses 34 Section 7.5. Confidentiality 35 Section 7.6. Tax Forms; FATCA 36 Section 7.7. Tax Treatment 38 Section 7.8. Delivery of Tax Forms 38 Section 7.9. GOVERNING LAW AND JURISDICTION 38 Section 7.10. Execution in Counterparts 38 Section 7.11. Survival of Termination; Third Party Beneficiaries 39 Section 7.12. WAIVER OF JURY TRIAL 39 Section 7.13. Entire Agreement 39 Section 7.14. Headings 39 Section 7.15. Special Damages 39 Section 7.16. Patriot Act 39 Section 7.17. No Proceedings 40 Section 7.18. Limitation of Payments 40 Section 7.19. Appointment and Authorization of Administrator 40 Section 7.20. Limited Liability 41 Section 7.21. Liquidity Based Amortization Event Trigger 41 EXHIBIT I Definitions; Construction EXHIBIT II Conditions Precedent EXHIBIT III Representations and Warranties EXHIBIT IV Covenants EXHIBIT V Termination Events SCHEDULE I Credit and Collection Guidelines SCHEDULE II Lock-Box Banks, Co...
Discount and Fees. Funding Losses 910 Section 1.6. Payments and Computations, Etc. 910
Discount and Fees. The Capital of each Purchaser shall accrue Discount on each day when such Capital remains outstanding at the then-applicable Discount Rate for such Purchaser’s related Capital. The Seller shall pay all Discount and Fees accrued during each Discount Period on the first Settlement Date occurring after the end of such Discount Period in accordance with the terms and priorities for payment set forth in Section 1.16. For the avoidance of doubt, Discount accrued during each Discount Period shall be due and payable on the first Settlement Date after such Discount Period without regard to the availability of Collections for payment thereof.
Discount and Fees. It is agreed that the fees and commissions charged under this contract shall be as stated in the Electronic Payment Service Application Form. The Bank shall have the right to amend such amounts of fees and commissions provided that the Merchant (Customer) is so notified in writing not less than one month prior to the date of such amendment. The Merchant (Customer) acknowledges that it is aware of and fully understands all the terms and conditions set forth in this contract and further acknowledges its agreement thereon. In witness thereof, both parties executed this Agreement by their authorized representatives who have the authority to commit the party they represent.
Discount and Fees. The initial Discount and payment terms are set forth below and shall be effective within thirty (30) days of the date of last signature to this Agreement. In addition to the Discount, we may charge Participating State Entities Gateway Fees for processing.
