Common use of The Sold Interest Clause in Contracts

The Sold Interest. Subject to the terms and conditions hereof, the Seller may, from time to time before the Liquidity Termination Date, sell to Windmill or, only if Windmill declines to make the applicable purchase, ratably to the Committed Purchasers (who hereby agree, subject to the terms and conditions hereof, in such event to make such purchase) an undivided percentage ownership interest in the Receivables, the Related Security and all related Collections. Any such purchase (a "Purchase") shall be made by each relevant Purchaser remitting funds to the Seller, through the Agent, pursuant to Section 1.1(c) or by the Collection Agent remitting Collections to the Seller pursuant to Section 1.1(d). The aggregate percentage ownership interest so acquired by a Purchaser in the Receivables, the Related Security and related Collections (its "Purchase Interest") shall equal at any time the sum of the following percentages: I + PRP ----------- ER where: I = the outstanding Investment of such Purchaser at such time; ER = the Eligible Receivables Balance at such time; and PRP = the Purchaser Reserve Percentage at such time. Except during a Liquidation Period for a Purchaser, such Purchaser's Purchase Interest will change whenever its Investment, its Purchaser Reserve Percentage or the Eligible Receivables Balance changes. During a Liquidation Period for a Purchaser its Purchase Interest shall remain constant at the percentage in effect as of the day immediately preceding the commencement of the relevant Liquidation Period, except for redeterminations to reflect Investment acquired from or transferred to another Purchaser under the Transfer Agreement. The sum of all Purchasers' Purchase Interests at any time is referred to herein as the "Sold Interest", which at any time is the aggregate percentage ownership interest then held by the Purchasers in the Receivables, the Related Security and Collections.

Appears in 1 contract

Samples: Receivables Sale Agreement (Perkinelmer Inc)

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The Sold Interest. Subject to the terms and conditions hereof, the Seller may, from time to time before the Liquidity Termination Date, sell to Windmill request that the Conduit Purchasers (or, only if Windmill declines a Conduit Purchaser denies such request or is unable to make the applicable purchasefund, ratably to request that the Committed Related Bank Purchasers (who hereby agreefor such Conduit Purchaser) make purchases of an undivided percentage ownership interest in its right, title and interest in the Receivables and all related Collections. Upon any such request, subject to the terms and conditions hereofof this Agreement, the Conduit Purchasers may, in their sole discretion, purchase such event interest, or, if any such Conduit Purchaser decides not to make purchase such purchase) an undivided percentage ownership interest in the Receivablesinterest, the Related Security and all related CollectionsBank Purchasers for such Conduit Purchaser shall purchase such interest. Such interest shall be transferred to the Agent, on behalf of each Purchaser Agent as representative of the applicable Conduit Purchaser or Related Bank Purchaser, as the case may be. Any such purchase (a "Purchase") shall be made by each relevant Purchaser remitting funds to the Seller, through the Agent, pursuant to Section 1.1(c) or by the Collection Agent remitting Collections to the Seller pursuant to Section 1.1(d). The aggregate percentage ownership interest so acquired by a Purchaser in the Receivables, the Related Security Receivables and related Collections (its "Purchase Interest") shall equal at any time the sum of the following percentagesquotient: I + PRP ----------- ER where: I = the outstanding Investment of such Purchaser at such time; ER = the Eligible Receivables Balance at such time; and PRP = the Purchaser Reserve Percentage at such time. Except during a Liquidation Period for a Purchaser, such Purchaser's ’s Purchase Interest will change whenever its Investment, its Purchaser Reserve Percentage or the Eligible Receivables Balance changes. During a Liquidation Period for a Purchaser its Purchase Interest shall remain constant at the percentage in effect as of the day immediately preceding the commencement of the relevant Liquidation Periodconstant, except for redeterminations to reflect Investment acquired from or transferred to another a Purchaser under the Article II or pursuant to a Transfer Agreement. The sum of all Purchasers' Purchase Interests at any time is referred to herein as the "Sold Interest", which at any time is the aggregate percentage ownership interest then held by the Purchasers in the Receivables, the Related Security Receivables and Collections.

Appears in 1 contract

Samples: Receivables Sale Agreement (Officemax Inc)

The Sold Interest. Subject to the terms and conditions hereof, the Seller may, from time to time before the Liquidity Termination Date, sell to Windmill request that the Conduit Purchasers (or, only if Windmill declines (i) a Conduit Purchaser denies such request or is unable to make the applicable purchasefund or (ii) a Purchaser Group does not include a Conduit Purchaser, ratably to request that the Committed Related Bank Purchasers (who hereby agreefor such Conduit Purchaser) make purchases of an undivided percentage ownership interest in its right, title and interest in the Receivables and all related Collections. Upon any such request, subject to the terms and conditions hereofof this Agreement, (i) the Conduit Purchasers may, in their sole discretion, purchase such event interest, or, if any such Conduit Purchaser decides not to make purchase such purchase) an undivided percentage ownership interest in the Receivablesinterest, the Related Security Bank Purchasers for such Conduit Purchaser shall purchase such interest and all related Collections(ii) the Related Bank Purchasers for any Purchaser Group that does not include a Conduit Purchaser shall purchase such interest. Such interest shall be transferred to the Agent, on behalf of each Purchaser Agent as representative of the applicable Conduit Purchaser or Related Bank Purchaser, as the case may be. Any such purchase (a "Purchase") shall be made by each relevant Purchaser remitting funds to the Seller, through the Agent, pursuant to Section 1.1(c) or by the Collection Agent remitting Collections to the Seller pursuant to Section 1.1(d). The aggregate percentage ownership interest so acquired by a Purchaser in the Receivables, the Related Security Receivables and related Collections (its "Purchase Interest") shall equal at any time the sum of the following percentagesquotient: I ER + PRP ----------- ER where: I = the outstanding Investment of such Purchaser at such time; ER = the Eligible Receivables Balance at such time; and PRP = the Purchaser Reserve Percentage at such time. Except during a Liquidation Period for a Purchaser, such Purchaser's ’s Purchase Interest will change whenever its Investment, its Purchaser Reserve Percentage or the Eligible Receivables Balance changes. During a Liquidation Period for a Purchaser its Purchase Interest shall remain constant at the percentage in effect as of the day immediately preceding the commencement of the relevant Liquidation Periodconstant, except for redeterminations to reflect Investment acquired from or transferred to another a Purchaser under the Article II or pursuant to a Transfer Agreement. The sum of all Purchasers' Purchase Interests at any time is referred to herein as the "Sold Interest", which at any time is the aggregate percentage ownership interest then held by the Purchasers in the Receivables, the Related Security Receivables and Collections.

Appears in 1 contract

Samples: Receivables Sale Agreement (Officemax Inc)

The Sold Interest. Subject to the terms and conditions hereof, the Seller may, from time to time before the Liquidity Termination Date, sell to Windmill request that the Conduit Purchasers (or, only if Windmill declines a Conduit Purchaser denies such request or is unable to make the applicable purchasefund, ratably to request that the Committed Related Bank Purchasers (who hereby agree, subject to the terms and conditions hereof, in such event to make such purchase) purchases of an undivided percentage ownership interest in the Receivables, the Related Security and all related Collections. Upon any such request, subject to the terms and conditions of this Agreement, the Conduit Purchasers may, in their sole discretion, purchase such interest, or, if any such Conduit Purchaser decides not to purchase such interest, the Related Bank Purchasers for such Conduit Purchaser shall purchase such interest. Such interest shall be transferred to the Agent, on behalf of each Purchaser Agent as representative of the applicable Conduit Purchaser or Related Bank Purchaser, as the case may be. Any such purchase (a "Purchase") shall be made by each relevant Purchaser remitting funds to the Seller, through the Agent, Seller pursuant to Section 1.1(c) or by the Collection Agent remitting Collections to the Seller pursuant to Section 1.1(d). The aggregate percentage ownership interest so acquired by a Purchaser in the Receivables, the Related Security and related Collections (its "Purchase Interest") shall equal at any time the sum of the following percentagesquotient: I + PRP ----------- ER NRB where: I = the outstanding Investment of such Purchaser at such time; ER NRB = the Eligible Net Receivables Balance at such time; and PRP = the Purchaser Reserve Percentage at such time. Except during a Liquidation Period for a Purchaser, such Purchaser's Purchase Interest will change whenever its Investment, its Purchaser Reserve Percentage or the Eligible Net Receivables Balance changes. During a Liquidation Period for a Purchaser its Purchase Interest shall remain constant at the percentage in effect as of the day immediately preceding the commencement of the relevant Liquidation Periodconstant, except for redeterminations to reflect Investment acquired from or transferred to another a Purchaser under the Article II or pursuant to a Transfer Agreement. The sum of all Purchasers' Purchase Interests at any time is referred to herein as the "Sold Interest", which at any time is the aggregate percentage ownership interest then held by the Purchasers in the Receivables, the Related Security and Collections.

Appears in 1 contract

Samples: Bergen Brunswig Corp

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The Sold Interest. Subject to the terms and conditions hereof, the Seller may, from time to time before the Liquidity Termination Date, sell to Windmill request that one or more Purchasers (or, in the case of an Uncommitted Purchaser, only if Windmill declines such Uncommitted Purchaser denies such request or is unable to fund, request that the Related Bank Purchasers, if any, for such Uncommitted Purchaser) make purchases of an undivided percentage ownership interest in the applicable purchase, ratably to the Committed Purchasers (who hereby agreeReceivables and all related Collections. Upon any such request, subject to the terms and conditions hereofof this Agreement, (i) the Uncommitted Purchasers may, in their sole discretion, purchase such event interest, or, if any such Uncommitted Purchaser decides not to make purchase such purchase) an undivided percentage ownership interest in the Receivablesinterest, the Related Security Bank Purchasers, if any, of such Uncommitted Purchaser shall purchase such interest, and all related Collections(ii) the Committed Purchasers shall purchase such interest. Such interest shall be transferred to the Agent, as representative of the applicable Purchaser. Any such purchase (a "Purchase") shall be made by each relevant Purchaser remitting funds to the Seller, through the Agent’s Account, pursuant to Section 1.1(c) or by the Collection Agent Servicer remitting Collections to the Seller pursuant to Section 1.1(d). The aggregate percentage ownership interest so acquired by a Purchaser in the Receivables, the Related Security Receivables and related Collections (its "Purchase Interest") shall equal at any time the sum of the following percentagesquotient: I + PRP ----------- ER NRB where: I = the outstanding Investment of such Purchaser at such time; ER PR = the Eligible Receivables Balance Purchaser Reserve for such Purchaser at such time; and PRP NRB = the Purchaser Reserve Percentage Net Receivables Balance at such time. Except during a Liquidation Period for a Purchaser, such Purchaser's ’s Purchase Interest will change whenever its Investment, its Purchaser Reserve Percentage or the Eligible Net Receivables Balance changes. During a Liquidation Period for a Purchaser its Purchase Interest shall remain constant at the percentage in effect as of the day immediately preceding the commencement of the relevant Liquidation Periodconstant, except for redeterminations to reflect Investment acquired from or transferred to another a Purchaser under the Transfer AgreementArticle II. The sum of all Purchasers' Purchase Interests at any time is referred to herein as the "Sold Interest", which at any time is the aggregate percentage ownership interest then held by the Purchasers in the Receivables, the Related Security Receivables and Collections.

Appears in 1 contract

Samples: Receivables Sale Agreement (Usf Corp)

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