SETTLEMENT AS TO SPECIFIC RECEIVABLES Sample Clauses

SETTLEMENT AS TO SPECIFIC RECEIVABLES. Subject to Section 7.2(a) hereof, if an officer of any Originator obtains knowledge or receives notice from the Company or the Administrative Agent that (a) on the day that any Receivable purchased or contributed hereunder was created, acquired or originated by such Originator (or, in the case of Receivables transferred or contributed on the Initial Closing Date, on the Initial Closing Date) any of the representations or warranties set forth in Section 5.1(k) was not true with respect to such Receivable, or such Receivable was designated as an Eligible Receivable on the related Purchase Report and was not an Eligible Receivable or, (b) on any day any of the representations or warranties set forth in Section 5.1(k) with respect to any Transferred Receivable generated by such Originator is no longer true with respect to a Transferred Receivable (each such Receivable, an "Ineligible Receivable"), then such Originator as soon as practicable, but in any event on or before the next Reporting Date, shall offset against the Purchase Price with respect to Designated Receivables generated by such Originator that arose during the same month in which such knowledge is obtained or notification is received an amount equal to the Unpaid Balance of such Ineligible Receivable as of the related Month End Date; provided, however, that if there have been no purchases of Designated Receivables from such Originator (or insufficiently large purchases of Designated Receivables from such Originator to create a Purchase Price large enough to so reduce by the amount of such net reduction) during such month, any amount owed by which the Purchase Price payable to such Originator would have been reduced pursuant to the immediately preceding clause of this sentence shall be paid by either (at the option of such Originator, unless the Company will, absent such payment in cash, be unable to meet its obligations under the Receivables Purchase Agreement (including its obligations to maintain reserves for Estimated Taxes) on the next occurring Settlement Date or other date on which a payment is due pursuant to the Receivables Purchase Agreement, in which case such Originator shall make a cash payment on or before such Settlement Date or other date) a reduction in the principal amount of the Initial Purchaser Note of such Originator (or, in the case of TNLP, of Terra Capital) (but not below zero) or by payment within five Business Days after the related Reporting Date in cash by such Originat...
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SETTLEMENT AS TO SPECIFIC RECEIVABLES. If an officer of Seller obtains knowledge or receives notice from the Company or the Agent that (a) on the day that any Receivable purchased or contributed hereunder was transferred to the Seller pursuant to the Sale Agreement, (or, in the case of Receivables transferred or contributed on the Initial Closing Date, on the Initial Closing Date) any of the representations or warranties set forth in Section 5.1(k) were not true with respect to such Receivable, or such Receivable was designated as an Eligible Receivable on the related Purchase Report and was not an Eligible Receivable or, (b) on any day any of the representations or warranties set forth in Section 5.1(k) with respect to any Receivable is no longer true with respect to a Receivable (each such Receivable, an "INELIGIBLE RECEIVABLE"), then the Purchase Price with respect to Receivables that arose during the same Settlement Period in which such knowledge is obtained or notification is received shall be decreased by an amount equal to the Unpaid Balance of such Ineligible Receivable as of the related Settlement Date; PROVIDED, HOWEVER, that if there have been no purchases of Receivables (or insufficiently large purchases of Receivables to create a Purchase Price large enough to so reduce by the amount of such Unpaid Balances) from Seller during such Settlement Period, any amount owed by which the Purchase Price payable to Seller would have been reduced pursuant to the immediately preceding clause of this sentence shall be paid by either (at the option of Seller, unless the Company will, absent such payment in cash, be unable to meet its obligations under the Credit and Security Agreement on the next occurring Settlement Date, in which case Seller shall make a cash payment on or before such Settlement Date) a reduction in the principal amount of the Seller Note (but not below zero) or by payment within two Business Days after the related Reporting Date in cash by Seller to the Company by payment of same day funds; PROVIDED, FURTHER, that if the Company receives payment on account of Collections due with respect to such Ineligible Receivable after such Settlement Date, the Company promptly shall deliver such funds to Seller. The enforcement of the obligations of Seller set forth in this Section 3.3 shall be the sole remedy of the Company with respect to Ineligible Receivables.
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SETTLEMENT AS TO SPECIFIC RECEIVABLES. If on the day of purchase of any Receivable from any Originator hereunder any of the representations or warranties relating to title set forth in Section 6.12 is not true with respect to such Receivable, then such Originator forthwith shall deliver to Servicer for deposit into a Lock-box Account same day funds in an amount equal to the Unpaid Balance of such Receivable for application by Servicer to the same extent as if Collections of such Unpaid Balance had actually been received on such date; provided, that if AFC thereafter receives payment on account of Collections due with respect to such Receivable, AFC promptly shall deliver such funds to such Originator.
Sample 1
SETTLEMENT AS TO SPECIFIC RECEIVABLES. Subject to Section 8.2(a) hereof, if an officer of Transferor obtains knowledge or receives notice from CR LLC, the Servicer or the Administrator that (a) on the day that any Receivable purchased hereunder was purchased by CR LLC any of the representations or warranties set forth in Section 6.10 was not true with respect to such Receivable, or such Receivable was an Ineligible Purchased Receivable or (b) as a result of any action or inaction of Transferor, on any day any of the representations or warranties set forth in Section 6.10 is no longer true with respect to a Receivable, then Transferor forthwith shall reduce the Purchase Price with respect to Receivables that arose on the day on which Transferor obtained knowledge or notice of such event, an amount equal to the unpaid amount of such Receivable; provided, however, that if there have been no purchases of Receivables (or insufficiently large purchases of Receivables to create a Purchase Price large enough to so reduce by the amount of such net reduction) from Transferor on such day, any amount owed by which the Purchase Price payable to Transferor would have been reduced pursuant to the immediately preceding clause of this sentence shall be paid on or prior to the following Settlement Date in immediately available funds deposited in such account as CR LLC may specify in writing to CR LLC from time to time; provided, further, that if Transferor thereafter receives payment on account of Collections due with respect to such Receivable, Transferor promptly shall deliver such funds to CR LLC.
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SETTLEMENT AS TO SPECIFIC RECEIVABLES. (a) Section 3.3(a) of the Purchase Agreement is amended by inserting the following new sentence at the end of such section: "In addition, the Transaction Fee paid by such Originator with respect to such Receivable shall be refunded to such Originator in the manner provided for in subsection (c) below."
Sample 1
SETTLEMENT AS TO SPECIFIC RECEIVABLES. If an officer of any Seller obtains knowledge or receives notice from the Company or the Administrator that (a) on the day that any Receivable purchased or transferred hereunder was created or originated by such Seller (or, in the case of Existing Receivables or Receivables purchased or transferred on the Initial Purchase Date, on the Initial Purchase Date), any of the representations or warranties set forth in Section 5.1(l) was not true with respect to such Receivable, or such Receivable was designated as an Eligible Receivable on the related Purchase Report (or, in the case of Existing Receivables, on the pro forma Settlement Report) and was not
Sample 1
SETTLEMENT AS TO SPECIFIC RECEIVABLES. If (a) on the ------------------------------------- day of purchase of any Receivable from any Originator hereunder any of the representations or warranties set forth in Article III are not true with respect ----------- to any Receivable, or (b) as a result of any action or inaction of such Originator, on any day any of the representations or warranties set forth in Article III are no longer true with respect to a Receivable, then such ----------- Originator forthwith shall deliver to the Servicer for deposit into an account same day funds in an amount equal to the unpaid balance of such Receivable for application by the Servicer to the same extent as if Collections of such unpaid balance had actually been received on such date; provided that, if the Buyer -------- thereafter receives payment on account of Collections due with respect to such Receivable, the Buyer promptly shall deliver such funds to such Originator.
Sample 1
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Related to SETTLEMENT AS TO SPECIFIC RECEIVABLES

  • Amendments to Schedule of Receivables If the Servicer, during a Monthly Period, assigns to a Receivable an account number that differs from the account number previously identifying such Receivable on the Schedule of Receivables, the Servicer shall deliver to the Depositor, the Indenture Trustee and the Owner Trustee on or before the Distribution Date related to such Monthly Period an amendment to the Schedule of Receivables to report the newly assigned account number. Each such amendment shall list all new account numbers assigned to the Receivables during such Monthly Period and shall show by cross reference the prior account numbers identifying such Receivables on the Schedule of Receivables.

  • Conveyance of Initial Receivables In consideration of the Issuer's delivery to or upon the order of the Seller on the Closing Date of the net proceeds from the sale of the Notes and the other amounts to be distributed from time to time to the Seller in accordance with the terms of this Agreement, the Seller does hereby sell, transfer, assign, set over and otherwise convey to the Issuer, without recourse (subject to the obligations set forth herein), all right, title and interest of the Seller in and to:

  • Collection of Receivable Payments; Modifications of Receivables (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable automobile receivables that it services for itself or others and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable.

  • Conveyance of Subsequent Receivables In consideration of the Issuer's delivery to or upon the order of the Seller of $____________, the Seller does hereby sell, transfer, assign, set over and otherwise convey to the Issuer, without recourse (except as expressly provided in the Sale and Servicing Agreement), all right, title and interest of the Seller in and to:

  • Additional Procedures Applicable to High Value Accounts 1. If a Preexisting Individual Account is a High Value Account as of December 31, 2013, the Reporting [FATCA Partner] Financial Institution must complete the enhanced review procedures described in paragraph D of this section with respect to such account by December 31, 2014. If based on this review, such account is identified as a U.S. Reportable Account, the Reporting [FATCA Partner] Financial Institution must report the required information about such account with respect to 2013 and 2014 in the first report on the Account. For all subsequent years, information about the account should be reported on an annual basis.

  • Conveyance of Receivables (a) In consideration of the Issuer’s delivery to or upon the order of the Seller of the Certificates and the net proceeds of the sale of the Notes, less an amount equal to the Reserve Fund Initial Deposit to be deposited to the Reserve Fund and the Yield Supplement Account Deposit to be deposited to the Yield Supplement Account, each on the Closing Date, the Seller does hereby sell, transfer, assign, set over and otherwise convey to the Issuer, without recourse (subject to the obligations of the Seller set forth herein), all right, title and interest of the Seller in, to and under:

  • Accounts Receivables Each existing Account constitutes, and each hereafter arising Account will, when such Account arises, constitute, the legally valid and binding obligation of the Account Debtor, except where the failure to do so could not reasonably be expected, individually or in the aggregate, to materially adversely affect the value or collectability of the Accounts included in the Collateral, taken as a whole. No Account Debtor has any defense, set-off, claim or counterclaim against any Grantor that can be asserted against the Administrative Agent, whether in any proceeding to enforce the Administrative Agent’s rights in the Accounts included in the Collateral, or otherwise, except for defenses, setoffs, claims or counterclaims that could not reasonably be expected, individually or in the aggregate, to materially adversely affect the value or collectability of the Accounts included in the Collateral, taken as a whole. None of the Grantors’ accounts receivables are, nor will any hereafter arising account receivable be, evidenced by a promissory note or other Instrument (other than a check) that has not been pledged to the Administrative Agent in accordance with the terms hereof.

  • Collection of Receivables Except as otherwise provided in this Security Agreement, such Grantor will collect and enforce, at such Grantor’s sole expense, all amounts due or hereafter due to such Grantor under the Receivables owned by it.

  • Collection of Accounts Receivable (a) At the Closing, Sellers' Agents shall designate Purchaser as its agent solely for the purposes of collecting the MMP Accounts Receivable. Purchaser will collect the MMP Accounts Receivable during the period beginning on the Closing Date and ending on the 180th day after the Closing Date (the "Collection Period") with the same care and diligence Purchaser uses with respect to its own accounts receivable and hold all such MMP Accounts Receivable in trust for Sellers until remitted by Purchaser to the Indemnification Escrow Agent or the Collections Account pursuant hereto. Purchaser shall not make any referral or compromise of any of the MMP Accounts Receivable to a collection agency or attorney for collection and shall not settle or adjust the amount of any of the MMP Accounts Receivable without the written approval of Sellers' Agent. If, during the Collection Period, Purchaser receives monies from an account debtor of Purchaser that is also an account debtor of MMP with respect to any MMP Accounts Receivable, Purchaser shall credit the sums received to the oldest account due, except where an account is disputed by the account debtor as properly due, and the account debtor has so notified Purchaser in writing, in which case, payments received shall be applied in accordance with the account debtor's instructions; provided that upon resolution of such dispute if any amounts in dispute are received by Purchaser, Purchaser shall remit such amounts to the Indemnification Escrow Agent in accordance with the Indemnification Escrow Agreement up to the amount of the Additional Indemnification Amount Deposit and, thereafter, to the Collections Account.

  • Collection and Allocation of Receivable Payments The Servicer shall make reasonable efforts to collect all payments called for under the Receivables as and when the same shall become due and shall follow its Servicing Procedures. The Servicer shall allocate collections between principal and interest in accordance with its Servicing Procedures. Without limiting the generality of the preceding or Section 4.1, the Servicer may grant extensions, rebates, refunds, deferrals, amendments, modifications or adjustments on a Receivable (regardless of whether or not the Receivable is a 180-Day Receivable, subject only to the following proviso) in accordance with its Servicing Procedures; provided, however, that if a Receivable is not a 180-Day Receivable and the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the Final Scheduled Maturity Date or (ii) reduces the APR of a Receivable or reduces the aggregate amount of the Scheduled Payments due on any Receivable other than as required by applicable law (including the order of a court of competent jurisdiction), the Servicer may make such modifications to a Receivable but it shall promptly purchase the Receivable from the Issuing Entity in accordance with Section 4.6 (a “Modification Purchase Event”); provided, further, that the Servicer shall not make a modification described in the preceding clause (i) or (ii) that would trigger a Modification Purchase Event for the sole purpose of purchasing a Receivable from the Issuing Entity. The Servicer may, in accordance with its Servicing Procedures, waive any late payment charge or any other fees that may be collected in the ordinary course of servicing a Receivable. Subject to the proviso of the third sentence of this Section 4.2, the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable equipment receivables serviced by the Servicer for itself or others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of an Obligor or any casualty with respect to the Financed Equipment. Notwithstanding anything in this Agreement to the contrary, the Servicer and its Affiliates may refinance any Receivable and deposit an amount equal to the Purchase Amount for such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuing Entity, and related Financed Equipment and any part of the Receivables Files and other CNHCR Assets related to such Receivable shall be released to the Servicer or its Affiliate and shall no longer be subject to the terms hereof or the Indenture; provided further, that any security interests in favor of the Issuing Entity or the Indenture Trustee hereunder or under the Indenture in the related Financed Equipment and any other CNHCR Assets related to such Receivable shall be deemed released upon such deposit. The parties hereto intend that the Servicer and its Affiliates will not refinance a Receivable pursuant to this Section 4.2 in order to provide direct or indirect assurance to the Depositor, the Indenture Trustee, the Trustee, the Noteholders, or the Certificateholder, as applicable, against loss by reason of the bankruptcy or insolvency (or other credit condition) of, or default by, the Obligor on, or the uncollectability of, any Receivable.

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