Common use of Payments and Computations, Etc Clause in Contracts

Payments and Computations, Etc. (a) All amounts to be paid or deposited by the Seller or the Servicer hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and shall be paid or deposited no later than noon (New York City time) on the day when due in same day funds to the applicable account from time to time designated by the Administrator. All amounts received after noon (New York City time) will be deemed to have been received on the next Business Day. Except as expressly set forth herein (including, without limitation, as set forth in Sections 1.4(b)(ii) or (iii) with respect to Collections held in trust for Exiting Purchasers), the Administrator shall promptly (and, if reasonably practicable, on the day it receives such amounts) distribute to the applicable Purchaser Agent amounts received by it hereunder for the benefit of the Purchasers within such Purchaser Agent’s Purchaser Group, and such Purchaser Agent shall promptly thereafter distribute such amounts received by it to the Purchasers within its Purchaser Group ratably (x) in the case of such amounts paid in respect of Discount and Fees, according to the Discount and Fees payable to such Purchasers and (y) in the case of such amounts paid in respect of Investment (or in respect of any other obligations other than Discount and Fees), according to the outstanding Investment funded by such Purchasers. Unless the Administrator shall have received notice from Seller prior to the date on which any payment is due to the Administrator for the account of any Purchasers hereunder that the Seller (or the Servicer on its behalf) will not make such payment (including because Collections are not available therefor), the Administrator may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to), in reliance upon such assumption, distribute to the Purchaser Agents the amount due. In such event, if the Seller (or the Servicer on its behalf) has not in fact made such payment, then each Purchaser Agent severally agrees to repay to the Administrator forthwith on demand the amount so distributed to such Purchaser Agent, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrator, at the greater of the Overnight Bank Funding Rate and a rate determined by the Administrator in accordance with banking industry rules on interbank compensation.

Appears in 5 contracts

Samples: Receivables Purchase Agreement (Wesco International Inc), Receivables Purchase Agreement (Wesco International Inc), Receivables Purchase Agreement (Wesco International Inc)

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Payments and Computations, Etc. (a) All amounts to be paid or deposited by the Seller or the Servicer hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and shall be paid or deposited no later than noon 12:00 p.m. (New York City time) on the day when due in same day immediately available funds to the applicable account from time to time designated in writing by the Administrator. All amounts received after noon 12:00 p.m. (New York City time) will be deemed to have been received on the next Business Day. Except as expressly set forth herein (including, without limitation, as set forth in Sections 1.4(b)(ii) or (iii) with respect to Collections held in trust for Exiting Purchasers), the Administrator shall promptly (and, if reasonably practicable, on the day it receives such amounts) distribute to the applicable Purchaser Agent amounts received by it hereunder for the benefit of the Purchasers within such Purchaser Agent’s Purchaser Group, and such Purchaser Agent shall promptly thereafter distribute such amounts received by it to the Purchasers within its Purchaser Group ratably (x) in the case of such amounts paid in respect of Discount and Fees, according to the Discount and Fees payable to such Purchasers and (y) in the case of such amounts paid in respect of Investment Capital (or in respect of any other obligations other than Discount and Fees), according to the outstanding Investment Capital funded by such Purchasers. Unless the Administrator shall have received notice from Seller prior to the date on which any payment is due to the Administrator for the account of any Purchasers hereunder that the Seller (or the Servicer on its behalf) will not make such payment (including because Collections are not available therefor), the Administrator may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to), in reliance upon such assumption, distribute to the Purchaser Agents the amount due. In such event, if the Seller (or the Servicer on its behalf) has not in fact made such payment, then each Purchaser Agent severally agrees to repay to the Administrator forthwith on demand the amount so distributed to such Purchaser Agent, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrator, at the greater of the Overnight Bank Funding Federal Funds Rate and a rate determined by the Administrator in accordance with banking industry rules on interbank compensation.

Appears in 4 contracts

Samples: Receivables Purchase Agreement (LyondellBasell Industries N.V.), Receivables Purchase Agreement (LyondellBasell Industries N.V.), Receivables Purchase Agreement (LyondellBasell Industries N.V.)

Payments and Computations, Etc. (a) All amounts to be paid or deposited by the Seller or the Master Servicer to the Administrative Agent, any Purchaser Party, any Affected Person or any Seller Indemnified Party hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and shall be paid or deposited no later than noon (New York City time) on the day when due in same day funds to the applicable account from time to time account(s) designated by the AdministratorAdministrative Agent. All amounts received after noon to be paid by any Purchaser to the Administrative Agent hereunder shall be paid no later than 2:00 p.m. (New York City time) will be deemed to have been received on the next Business Day. Except as expressly set forth herein (including, without limitation, as set forth in Sections 1.4(b)(ii) or (iii) with respect to Collections held in trust for Exiting Purchasers), the Administrator shall promptly (and, if reasonably practicable, on the day it receives such amounts) distribute when due in same day funds to the applicable Purchaser Agent amounts received account(s) designated by it hereunder for the benefit of the Purchasers within such Purchaser Administrative Agent’s Purchaser Group, and such Purchaser Agent shall promptly thereafter distribute such amounts received by it to the Purchasers within its Purchaser Group ratably (x) in the case of such amounts paid in respect of Discount and Fees, according to the Discount and Fees payable to such Purchasers and (y) in the case of such amounts paid in respect of Investment (or in respect of any other obligations other than Discount and Fees), according to the outstanding Investment funded by such Purchasers. Unless the Administrator Administrative Agent shall have received notice from the Seller prior to the date on which any payment is due to the Administrator Administrative Agent for the account of any Purchasers hereunder that the Seller (or the Master Servicer on its behalf) will not make such payment (including because Collections are not available therefor), the Administrator Administrative Agent may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to), in reliance upon such assumption, distribute to the Purchaser Agents Purchasers the amount due. In such event, if the Seller (or the Master Servicer on its behalf) has not in fact made such payment, then each Purchaser Agent severally agrees to repay to the Administrator Administrative Agent forthwith on demand the amount so distributed to such Purchaser AgentPurchaser, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the AdministratorAdministrative Agent, at the greater of the Overnight Bank Funding Federal Funds Rate and a rate determined by the Administrator Administrative Agent in accordance with banking industry rules on interbank compensation.

Appears in 4 contracts

Samples: Receivables Purchase Agreement (Nabors Industries LTD), Receivables Purchase Agreement (Gray Television Inc), Receivables Purchase Agreement (Nabors Industries LTD)

Payments and Computations, Etc. (a) All amounts to be paid or deposited by the Seller any Originator or the Servicer Originator Agent or the Collection Agent on behalf of any Originator hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and shall be paid or deposited in the Collection Account in accordance with the terms hereof no later than noon 11:00 a.m. (New York City time) on the day when due in lawful money of the United States in same day funds funds, subject to the applicable account from time to time designated by the AdministratorSection 6.05(b)(i). All amounts received after noon to be paid or deposited by the Buyer hereunder shall be paid or deposited in accordance with the terms hereof no later than 3:00 p.m. (New York City time) will be deemed to have been received on the next Business Dayday when due in lawful money of the United States in same day funds to the account of the Originator Agent designated from time to time or as otherwise directed by the Originator Agent to the Buyer in writing. Except as expressly set forth herein (includingEach Originator shall, without limitationto the extent permitted by law, as set forth pay to the Buyer interest on all amounts not paid or deposited by or on behalf of such Originator when due hereunder at a rate equal to 2% per annum above the Alternate Base Rate, payable on demand; provided that such interest shall accrue at the Assignee Rate, or, after a Discharge of Senior Obligations following the Second Lien Effective Date, the interest rate payable on the principal outstanding under the Second Lien Credit Agreement at such time prior to expiration of the cure period specified in Sections 1.4(b)(iiSection 7.01(b) of the First Lien Receivables Financing Agreements or (iii) the analogous provision of the Second Lien Credit Agreement with respect to Collections held in trust for Exiting Purchasers)such payment, and provided further, however, that such interest rate shall not at any time exceed the Administrator shall promptly (andmaximum rate permitted by applicable law. The Buyer shall, if reasonably practicableto the extent permitted by law, on the day it receives such amounts) distribute pay to the applicable Purchaser Agent Originator interest on all amounts received not paid or deposited by it the Buyer when due hereunder for at a rate equal to 2% per annum above the benefit of Alternate Base Rate, payable on demand; provided, that such interest rate shall not at any time exceed the Purchasers within such Purchaser Agent’s Purchaser Groupmaximum rate permitted by applicable law, and such Purchaser Agent shall promptly thereafter distribute such amounts received provided further, however, that any payments to be made by it to the Purchasers within its Purchaser Group ratably (x) in the case of such amounts paid Buyer in respect of Discount and Fees, according the foregoing shall be made solely from funds available to the Discount and Fees payable Buyer which are not otherwise required to be applied or set-aside for the payment of any obligations of the Buyer under the Financing Agreements, shall be non-recourse other than with respect to such Purchasers funds and (y) in shall not constitute a claim against the case of such amounts paid in respect of Investment (or in respect of any other obligations other than Discount and Fees), according Buyer to the outstanding Investment funded by such Purchasers. Unless the Administrator shall have received notice from Seller prior extent that insufficient funds exist to the date on which any payment is due to the Administrator for the account of any Purchasers hereunder that the Seller (or the Servicer on its behalf) will not make such payment (including because Collections are not available therefor), the Administrator may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to), in reliance upon such assumption, distribute to the Purchaser Agents the amount due. In such event, if the Seller (or the Servicer on its behalf) has not in fact made such payment, then each Purchaser Agent severally agrees to repay to the Administrator forthwith on demand the amount so distributed to such Purchaser Agent, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrator, at the greater of the Overnight Bank Funding Rate and a rate determined by the Administrator in accordance with banking industry rules on interbank compensation.

Appears in 1 contract

Samples: Trade Receivables Sale Agreement (Energy Future Competitive Holdings CO)

Payments and Computations, Etc. (a) All amounts to be paid or deposited by the Seller or the Master Servicer to the Administrative Agent, any Purchaser Party, any Affected Person or any Seller Indemnified Party hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and shall be paid or deposited no later than noon (New York City time) on the day when due in same day funds to the applicable account from time to time Purchaser’s Accountaccount(s) designated by the AdministratorAdministrative Agent. All amounts received after noon to be paid by any Purchaser to the Administrative Agent hereunder shall be paid no later than 2:00 p.m. (New York City time) will be deemed to have been received on the next Business Day. Except as expressly set forth herein (including, without limitation, as set forth in Sections 1.4(b)(ii) or (iii) with respect to Collections held in trust for Exiting Purchasers), the Administrator shall promptly (and, if reasonably practicable, on the day it receives such amounts) distribute when due in same day funds to the applicable Purchaser Agent amounts received account(s) designated by it hereunder for the benefit of the Purchasers within such Purchaser Administrative Agent’s Purchaser Group, and such Purchaser Agent shall promptly thereafter distribute such amounts received by it to the Purchasers within its Purchaser Group ratably (x) in the case of such amounts paid in respect of Discount and Fees, according to the Discount and Fees payable to such Purchasers and (y) in the case of such amounts paid in respect of Investment (or in respect of any other obligations other than Discount and Fees), according to the outstanding Investment funded by such Purchasers. Unless the Administrator Administrative Agent shall have received notice from the Seller prior to the date on which any payment is due to the Administrator Administrative Agent for the account of any Purchasers hereunder that the Seller (or the Master Servicer on its behalf) will not make such payment (including because Collections are not available therefor), the Administrator Administrative Agent may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to), in reliance upon such assumption, distribute to the Purchaser Agents Purchasers the amount due. In such event, if the Seller (or the Master Servicer on its behalf) has not in fact made such payment, then each Purchaser Agent severally agrees to repay to the Administrator Administrative Agent forthwith on demand the amount so distributed to such Purchaser AgentPurchaser, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the AdministratorAdministrative Agent, at the greater of the Overnight Bank Funding Federal Funds Rate and a rate determined by the Administrator Administrative Agent in accordance with banking industry rules on interbank compensation.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Nabors Industries LTD)

Payments and Computations, Etc. Except as otherwise expressly set forth herein, all payments of principal, interest and fees hereunder and under the Notes shall be in lawful currency of the United States of America, in immediately available (asame day) All amounts funds, and delivered to be paid or deposited by the Seller Administrative Agent at its Lending Office for its account, the account of the Lenders or the Servicer hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and shall be paid or deposited no account of the Issuing Bank, as the case may be, not later than 12:00 noon (New York City Eastern time) on the day when due in same day date due. As soon as is practicable thereafter, the Administrative Agent shall cause to be distributed like funds relating to the applicable account from time payment of principal or interest or fees ratably to time designated the Lenders in accordance with their respective Percentages (other than amounts payable pursuant to Sections 3.4 and 3.5, which are to be distributed other than ratably). Funds received by the Administrator. All amounts received Administrative Agent after noon (New York City time) will the time specified in the first sentence of this paragraph shall be deemed to have been received paid by the Borrowers on the next succeeding Business Day. Except as expressly set forth herein (including. Whenever any payment to be made hereunder or under the Notes shall be stated to be due on a day that is not a Business Day, without limitationthe payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or under the Notes or of the fees payable hereunder, as set forth the case may be; provided, however, that in Sections 1.4(b)(ii) or (iii) with respect to Collections held in trust for Exiting Purchasers), the Administrator shall promptly (and, if reasonably practicable, on event that the day it receives such amounts) distribute on which payment relating to the applicable Purchaser Agent amounts received by it hereunder for the benefit a LIBOR Loan is due is not a Business Day but is a day of the Purchasers within month after which no further Business Day occurs in that month, then the due date thereof shall be the next preceding Business Day. . Aggregated principal and interest payments shall be apportioned among all outstanding Loans to which such Purchaser Agent’s Purchaser Grouppayments relate, and such Purchaser the aggregated payment of the Commitment Fee shall be apportioned ratably among the Lenders, in each case proportionately to their respective Percentages of the corresponding Loans and Commitments, as the case may be. The Administrative Agent shall promptly thereafter distribute to each Lender at its Lending Office its Percentage of all such amounts payments received by it the Administrative Agent. Notwithstanding the foregoing provisions of this Section 3.3.3, if, pursuant to the Purchasers within provisions of Section 2.14.4, any Notice of Borrowing is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its Purchaser Group ratably (x) Percentage of LIBOR Loans, the Administrative Agent shall give effect thereto in the case of such amounts paid in respect of Discount and Fees, according to the Discount and Fees payable to such Purchasers and (y) in the case of such amounts paid in respect of Investment (or in respect of any other obligations other than Discount and Fees), according to the outstanding Investment funded by such Purchasersapportioning payments received thereafter. . Unless the Administrator Administrative Agent shall have received notice from Seller the Borrowers prior to the date on which any payment is due to the Administrator Administrative Agent for the account benefit of any Purchasers the Lenders hereunder that the Seller (or the Servicer on its behalf) Borrowers will not make such payment (including because Collections are not available therefor)in full, the Administrator Administrative Agent may assume that the Seller has Borrowers have made or will make such payment in full to the Administrative Agent on such date in accordance herewith and may (but shall not be obligated to)the Administrative Agent may, in reliance upon such assumption, distribute cause to be distributed to each Lender on such due date an amount equal to the Purchaser Agents amount then due such Lender. If and to the amount due. In such event, if extent the Seller (or the Servicer on its behalf) has Borrowers shall not in fact have so made such paymentpayment in full to the Administrative Agent, then each Purchaser Agent severally agrees to Lender shall repay to the Administrator Administrative Agent forthwith on demand the such amount so distributed to such Purchaser Agent, Lender together with interest thereon, for each day from and including the date such amount is distributed to it to but excluding such Lender until the date of payment such Lender repays such amount to the AdministratorAdministrative Agent, at the greater Federal Funds Rate, but in no event to exceed the Highest Lawful Rate. . After the occurrence and during the continuance of an Event of Default, unless otherwise set forth in this Agreement or the other Loan Documents, all payments received by the Administrative Agent from the enforcement of remedies under the Loan Documents or otherwise with respect to the Obligations shall be applied (a) first, to the payment of any fees, expenses, reimbursements or indemnities then due from the Borrowers to the Administrative Agent; (b) second, to the payment of any fees, expenses, reimbursements or indemnities then due from the Borrowers to the Lenders, or any of them; (c) third, to the ratable payment of interest due from the Borrowers with respect to any of the Overnight Loans and fees in respect of the Letters of Credit; (d) fourth, to the ratable payment of principal of any of the Loans of the Borrowers and all obligations of the Borrowers to reimburse the Issuing Bank Funding Rate and a rate determined the Lenders in respect of drawings under Letters of Credit; (e) fifth, to be held as cash collateral by the Administrator in accordance with banking industry rules on interbank compensationAdministrative Agent for the ratable benefit of the Lenders, as security for outstanding Letter of Credit Liabilities, and (f) sixth, to pay all other Obligations.

Appears in 1 contract

Samples: Credit Agreement (Goodys Family Clothing Inc /Tn)

Payments and Computations, Etc. (a) All amounts to be paid or deposited by the Seller Borrower or the Servicer hereunder to a Lender Party (whether for its own account or under any other Transaction Document shall be made without reduction for offset or counterclaim and the account of another Lender Party) shall be paid or deposited to the Paying Agent Account no later than noon 10:00 a.m. (New York City time) on the day when due in same day such coin or currency of the United States of America as at the time of payment shall be legal tender for the payment of public and private debts, in an amount in immediately available funds to the applicable account from time to time designated which (together with any amounts then held by the Administrator. All amounts Paying Agent and available for that purpose) shall be sufficient to pay the amount becoming due on such date; provided, that any such payment or deposit received after noon 10:00 a.m. (New York City time) will on any day shall be deemed to have been received be paid by the Borrower or the Servicer on the next Business Day. Except as expressly set forth herein (including, without limitation, as set forth in Sections 1.4(b)(ii) or (iii) with respect to Collections held in trust for Exiting Purchasers), the Administrator The Paying Agent shall promptly (and, if reasonably practicable, distribute the amount received to the applicable Lender. The Borrower shall confirm by facsimile or electronically in PDF format on the day it receives such amounts) distribute to the applicable Purchaser Agent amounts received by it hereunder for the benefit of the Purchasers within such Purchaser Agent’s Purchaser Group, and such Purchaser Agent shall promptly thereafter distribute such amounts received by it to the Purchasers within its Purchaser Group ratably (x) in the case of such amounts paid in respect of Discount and Fees, according to the Discount and Fees payable to such Purchasers and (y) in the case of such amounts paid in respect of Investment (or in respect of any other obligations other than Discount and Fees), according to the outstanding Investment funded by such Purchasers. Unless the Administrator shall have received notice from Seller prior to the date on which any payment is due to be made to the Administrator Paying Agent that it has issued irrevocable payment instructions for the account transfer of the relevant sum due to the Paying Agent Account. The Paying Agent acknowledges that it does not have any Purchasers interest in any such funds held by it in trust deposited hereunder that but is serving as Paying Agent only. The Paying Agent shall be under no liability for interest on any money received by it hereunder. The Paying Agent shall not be required to use or risk its own funds in making any payment on the Seller (Loans. All sums to be paid or deposited by the Borrower or the Servicer on its behalf) will not make such payment (including because Collections are not available therefor), the Administrator may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to), in reliance upon such assumption, distribute to the Purchaser Agents the amount due. In such event, if the Seller (or the Servicer on its behalf) has not in fact made such payment, then each Purchaser Paying Agent severally agrees to repay hereunder shall be paid to the Administrator forthwith Paying Agent Account or such account with such bank as the Paying Agent may from time to time notify the Borrower in writing not less than three Business Days before any such sum is due and payable. The Borrower Certain identified information has been omitted from this document because it is not material and would be competitively harmful if publicly disclosed, and has been marked with “[***]” to indicate where omissions have been made. shall, to the extent permitted by law, pay to each Lender Party, on the first Payment Date that is at least ten (10) days after demand the amount so distributed therefor, interest on all amounts not paid or deposited when due to such Purchaser Agent, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment Lender Party hereunder at a rate equal to the Administrator, at the greater of the Overnight Bank Funding Rate and a rate determined by the Administrator Default Rate. The Paying Agent shall remit funds to each Lender in accordance with banking industry rules on interbank compensationthis Agreement and the wiring instructions provided by such Lender (or its related Group Agent) to the Paying Agent.

Appears in 1 contract

Samples: Loan and Security Agreement (Tesla, Inc.)

Payments and Computations, Etc. All amounts to be paid ------------------------------- or deposited by the Seller or the Servicer hereunder to or for the benefit of the Purchaser shall be paid or deposited in accordance with the terms hereof no later than 2:00 P.M. (aNew York City time) on the day when due in lawful money of the United States of America in immediately available funds to a special account at Bankers Trust Company (ABA #000-000-000, Acct. #01419647, Attn. Commercial Paper Group, Eagle Funding Capital Corporation, BankVest Collateral Account #21654), in the name of the Purchaser and maintained at Bankers Trust Company's office located at Four Xxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000. All amounts to be paid or deposited by the Seller or the Servicer to or for the benefit of the Deal Agent hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and shall be paid or deposited in accordance with the terms hereof no later than noon 2:00 P.M. (New York City Boston, Massachusetts time) on the day when due in same day lawful money of the United States of America in immediately available funds to an account identified in writing to the applicable account from time to time designated Seller and the Servicer by the AdministratorDeal Agent in the name of the Deal Agent and maintained at FNBB's office located at 000 Xxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000. All amounts received after noon (New York City time) will be deemed to have been received on the next Business Day. Except as expressly set forth herein (includingThe Seller shall, without limitation, as set forth in Sections 1.4(b)(ii) or (iii) with respect to Collections held in trust for Exiting Purchasers), the Administrator shall promptly (and, if reasonably practicable, on the day it receives such amounts) distribute to the applicable Purchaser Agent amounts received extent permitted by it hereunder for the benefit of the Purchasers within such Purchaser Agent’s Purchaser Grouplaw, and such Purchaser Agent shall promptly thereafter distribute such amounts received by it pay to the Purchasers within its Purchaser Group ratably interest on all amounts not paid or deposited when due hereunder (xwhether owing by the Seller individually or as Servicer) in at 2.0% per annum above the case Base Rate, payable on demand; provided, -------- however, that such interest rate shall not at any time exceed the maximum rate ------- permitted by applicable law. Such interest shall be retained by the Purchaser except to the extent that such failure to make a timely payment or deposit has continued beyond the date for distribution of such amounts paid overdue amount to any applicable Liquidity Provider or Supplemental Enhancement Provider, in respect of Discount and Fees, according to the Discount and Fees payable to which case such Purchasers and (y) in the case of interest accruing after such amounts paid in respect of Investment (or in respect of any other obligations other than Discount and Fees), according to the outstanding Investment funded by such Purchasers. Unless the Administrator date shall have received notice from Seller prior to the date on which any payment is due to the Administrator be for the account of, and distributed by the Purchaser to such Liquidity Provider or such Supplemental Enhancement Provider. All computations of any Purchasers interest and all computations of Yield, Breakage Indemnity, Liquidity Fees, Program Fees, Liquidity Fees, Supplemental Enhancement Fees, Servicer Fees, Collateral Custodian Fees and other fees hereunder that shall be made on the Seller (or basis of a year of 360 days for the Servicer on its behalf) will not make such payment actual number of days (including because Collections are not available therefor), the Administrator may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to), in reliance upon such assumption, distribute to the Purchaser Agents the amount due. In such event, if the Seller (or the Servicer on its behalf) has not in fact made such payment, then each Purchaser Agent severally agrees to repay to the Administrator forthwith on demand the amount so distributed to such Purchaser Agent, with interest thereon, for each day from and including the date such amount is distributed to it to first but excluding the date of payment to the Administrator, at the greater of the Overnight Bank Funding Rate and a rate determined by the Administrator in accordance with banking industry rules on interbank compensationlast day) elapsed.

Appears in 1 contract

Samples: Lease Receivables Purchase Agreement (Bankvest Capital Corp)

Payments and Computations, Etc. (a) All amounts to be paid or deposited by the Seller or the Servicer hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and shall be paid or deposited no later than noon 2:00 p.m. (New York City time) on the day when due in same day funds to the account for each Purchaser maintained by the applicable Purchaser Agent (or such other account as may be designated from time to time designated by such Purchaser Agent to the AdministratorSeller and the Servicer) or such other account as specifically identified herein. All amounts received after noon 2:00 p.m. (New York City time) will be deemed to have been received on the next Business Day. Except (b) Unless otherwise specified in this in this Agreement, (i) all amounts due and owing in the Alternative Currency shall be repaid in the Alternative Currency (ii) all amounts due and owing in Dollars shall be repaid Dollars, (iii) all payments of amounts due and owing in Alternative Currency shall be made from Collections in Alternative Currency to the extent there are sufficient Collections in Alternative Currency to make all such payments, and (iv) all payments of amounts due and owing in U.S. Dollars shall be made from Collections in U.S. Dollars to the extent there are sufficient Collections in U.S. Dollars to make all such payments. If Collections in Alternative Currency are insufficient to pay any amounts due and payable in Alternative Currency, then the Seller shall exchange available Collections in Dollars to the Alternative Currency at the applicable Spot Rate on such day for application in accordance with this Section 1.6 and the terms hereof. (c) In connection with any Funded Purchase not funded by the issuance of Notes, so long as expressly set forth herein (includingno Termination Event has occurred and is continuing, without limitationthe Seller may from time to time elect the type of Alternate Rate and/or Tranche Period borne by each such Funded Purchase or, as subject to the minimum amount requirement for each such outstanding Funded Purchase set forth in Sections 1.4(b)(iiSection 1.2, a portion thereof, by notice to the Administrator not later than 1:00 p.m. (New York City time), one (1) Business Day prior to the expiration of any Tranche Period or Yield Period, as applicable. Any such notices requesting the continuation or conversion of a Funded Purchase to the Administrator may be given by telephone, telecopy, or other telecommunication device acceptable to the Administrator (iiiwhich notice shall be irrevocable once given and, if by telephone, shall be promptly confirmed in writing in a manner acceptable to the Administrator. If, by the time required in the first sentence of this Section 1.6(c), the Seller fails to select a Tranche Period or Alternate Rate for any Funded Purchase, such Funded Purchase shall automatically accrue Discount at (i) with respect to Collections held in trust for Exiting Purchasers)any Dollar Purchase, the Administrator shall promptly (and, if reasonably practicable, on Term SOFR Rate or the day it receives such amounts) distribute to the applicable Purchaser Agent amounts received by it hereunder for the benefit of the Purchasers within such Purchaser Agent’s Purchaser Group, and such Purchaser Agent shall promptly thereafter distribute such amounts received by it to the Purchasers within its Purchaser Group ratably (x) in the case of such amounts paid in respect of Discount and Fees, according to the Discount and Fees payable to such Purchasers Daily SOFR Rate and (yii) in with respect to any Alternative Currency Purchase, the case of Euro Amendment No. 1 Rate, until such amounts paid in respect of Investment (or in respect of any other obligations other than Discount and Fees), according to time as the outstanding Investment funded Alternate Rate is selected by such Purchasers. Unless the Administrator shall have received notice from Seller prior to the date on which any payment is due to the Administrator for the account of any Purchasers hereunder that the Seller (or the Servicer on its behalf) will not make such payment (including because Collections are not available therefor), the Administrator may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to), in reliance upon such assumption, distribute to the Purchaser Agents the amount due. In such event, if the Seller (or the Servicer on its behalf) has not in fact made such payment, then each Purchaser Agent severally agrees to repay to the Administrator forthwith on demand the amount so distributed to such Purchaser Agent, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrator, at the greater of the Overnight Bank Funding Rate and a rate determined by the Administrator in accordance with banking industry rules this Section 1.6(c). (d) The Seller or the Servicer, as the case may be, shall, to the extent permitted by law, pay interest on interbank compensationany amount not paid or deposited by the Seller or the Servicer, as the case may be, when due hereunder, at an interest rate equal to 2.0% per annum above the Base Rate, payable on demand.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Avantor, Inc.)

Payments and Computations, Etc. (a) All amounts to be paid or deposited by the Seller Transferor or the Servicer Collection Agent hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and shall be paid or deposited in accordance with the terms hereof no later than noon 12:00 P.M. (New York City time) on the day when due in same day immediately available funds to a special account (account number) in the applicable account from time name of the Administrative Agent and maintained at Chase's office at 000 Xxxx 00xx Xxxxxx in The City of New York. Any payments to time designated be made by the AdministratorTransferor or the Collection Agent pursuant to Sections 2.5 and 2.6 shall be made by withdrawing funds from any or all of the Collection Accounts, at the option of the Collection Agent or, in the event of a Potential Termination Event or Termination Event, at the option of the Administrative Agent. All amounts received after noon (New York City time) will be deemed to have been received on the next Business Day. Except as expressly set forth herein (includingThe Transferor shall, without limitation, as set forth in Sections 1.4(b)(ii) or (iii) with respect to Collections held in trust for Exiting Purchasers), the Administrator shall promptly (and, if reasonably practicable, on the day it receives such amounts) distribute to the applicable Purchaser Agent amounts received extent permitted by it hereunder law, pay to the Administrative Agent, for the benefit of the Purchasers within such applicable Funding Agent, Initial Purchaser Agent’s Purchaser Groupand the PARCO APA Banks, and such Purchaser interest on all amounts not paid or deposited when due hereunder as follows: (a) to the PARCO Funding Agent shall promptly thereafter distribute for the benefit of PARCO and/or the PARCO APA Banks, 2% per annum plus the Applicable Margin plus the PARCO Base Rate on the share of such amounts received by it allocable to PARCO and the PARCO APA Banks; (b) to the Purchasers within its Purchaser Group ratably Redwood Funding Agent for the benefit of Redwood, the Redwood Yield on the share of such amounts allocable to Redwood; and (xc) to the Liberty Funding Agent for the benefit of Liberty, 2% plus the Liberty Base Rate on the share of such amounts allocable to Liberty. All computations of PARCO Discount, Yield, interest and all per annum fees hereunder shall be made on the basis of a year of 360 days (or, in the case of such amounts paid in respect PARCO Discount calculated at the Base Rate, a year of Discount and Fees365 or 366 days, according to the Discount and Fees payable to such Purchasers and (yas applicable) in the case of such amounts paid in respect of Investment (or in respect of any other obligations other than Discount and Fees), according to the outstanding Investment funded by such Purchasers. Unless the Administrator shall have received notice from Seller prior to the date on which any payment is due to the Administrator for the account actual number of any Purchasers hereunder that the Seller (or the Servicer on its behalf) will not make such payment days (including because Collections are not available therefor), the Administrator may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to), in reliance upon such assumption, distribute to the Purchaser Agents the amount due. In such event, if the Seller (or the Servicer on its behalf) has not in fact made such payment, then each Purchaser Agent severally agrees to repay to the Administrator forthwith on demand the amount so distributed to such Purchaser Agent, with interest thereon, for each day from and including the date such amount is distributed to it to first but excluding the date last day) elapsed. Any computations by the Administrative Agent or a Funding Agent of payment amounts payable by the Transferor hereunder shall be binding upon the Transferor absent manifest error. Promptly upon receipt of any amounts due and owing to the AdministratorInitial Purchasers, at the greater of PARCO APA Banks and the Overnight Bank Funding Rate and a rate determined Agents hereunder on any Business Day, the Administrative Agent shall, by no later than 3:00 p.m. (New York time), remit such amounts in immediately available funds to such Persons by depositing such amounts in the applicable Funding Account, until otherwise notified in writing by the Administrator in accordance with banking industry rules on interbank compensationapplicable Funding Agent.

Appears in 1 contract

Samples: Receivables Transfer Agreement (Collins & Aikman Corp)

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Payments and Computations, Etc. (a) All amounts to be paid or deposited by the Seller or the Servicer hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and shall be paid or deposited no later than noon 112:00 p.m. (New York City time) on the day when due in same day immediately available funds to the eachthe applicable account from time to time designated by each applicable Purchaser Agent (for the benefit of the Purchasers in such Purchaser Agent’s Purchaser Group) and/xxxx writing by the Administrator, as applicable. All amounts received after noon 112:00 p.m. (New York City time) will be deemed to have been received on the next Business Day. Except as expressly set forth herein (including, without limitation, as set forth in Sections 1.4(b)(ii) or (iii) with respect to Collections held in trust for Exiting Purchasers), each Purchaser Agent shall distribute the amounts paidthe Administrator shall promptly (and, if reasonably practicable, on the day it receives such amounts) distribute to the applicable Purchaser Agent amounts received by it hereunder for the benefit of the Purchasers within in itswithin such Purchaser Agent’s Purchaser Group, and such Purchaser Agent shall promptly thereafter distribute such amounts received by it to the Purchasers within its Purchaser Group ratably (x) in the case of such amounts paid in respect of Discount and Fees, according to the Discount and Fees payable to such Purchasers and (y) in the case of such amounts paid in respect of Investment Capital (or in respect of any other obligations other than Discount and Fees), according to the outstanding Investment Capital funded by such Purchasers. Unless the Administrator shall have received notice from Seller prior to the date on which any payment is due to the Administrator for the account of any Purchasers hereunder that the Seller (or the Servicer on its behalf) will not make such payment (including because Collections are not available therefor), the Administrator may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to), in reliance upon such assumption, distribute to the Purchaser Agents the amount due. In such event, if the Seller (or the Servicer on its behalf) has not in fact made such payment, then each Purchaser Agent severally agrees to repay to the Administrator forthwith on demand the amount so distributed to such Purchaser Agent, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrator, at the greater of the Overnight Bank Funding Federal Funds Rate and a rate determined by the Administrator in accordance with banking industry rules on interbank compensation.

Appears in 1 contract

Samples: Receivables Purchase Agreement (LyondellBasell Industries N.V.)

Payments and Computations, Etc. (a) All amounts to be paid or deposited by the Seller Transferor or the Servicer hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and shall be paid or deposited in accordance with the terms hereof no later than noon 11:00 A.M. (New York City time) on the day when due in same immediately available funds; if such amounts are payable to the Initial Purchasers or the APA Bank Purchasers they shall be paid or deposited in an account (in each case, a "Funding Account") designated by the applicable Funding Agent to the Transferor and the Servicer or such other account designated by such Funding Agent from time to time. No later than 4:30 P.M. (New York time) on the date of any Incremental Transfer hereunder, the Initial Purchasers and/or or the APA Bank Purchasers, as applicable, will make available to the Transferor, in immediately available funds, the amount of such Incremental Transfer on such day funds by remitting such amount to an account of the Transferor specified in the related notice of Transfer, or if not specified in such notice, to the Transferor's account identified in Section 10.3. The Transferor shall, to the extent permitted by law, pay to the applicable account from time to time designated by the Administrator. All amounts received after noon Funding Agent, ratably (New York City time) will be deemed to have been received based on the next Business Day. Except as expressly set forth herein (includingNet Investment, without limitation, as set forth plus accrued and unpaid interest thereon of each Purchaser in Sections 1.4(b)(iisuch Funding Agent's Purchaser Group) or (iii) with respect to Collections held in trust for Exiting Purchasers), the Administrator shall promptly (and, if reasonably practicable, on the day it receives such amounts) distribute to the applicable Purchaser Agent amounts received by it hereunder for the benefit of the applicable Initial Purchaser or APA Bank Purchasers within upon demand, interest on all amounts not paid or deposited when due hereunder at a rate equal to 2% per annum plus the applicable Base Rate for such Purchase Group on the share of such amounts allocable to such Purchaser Agent’s Purchaser Group. All computations of PARCO Discount, Fairway Discount, interest and such Purchaser Agent all per annum fees hereunder shall promptly thereafter distribute such amounts received by it to be made on the Purchasers within its Purchaser Group ratably basis of a year of 360 days (x) or, in the case of such amounts paid in respect of PARCO Discount and FeesFairway Discount calculated at the Base Rate, according to the Discount and Fees payable to such Purchasers and (ya year of 365 or 366 days, as applicable) in the case of such amounts paid in respect of Investment (or in respect of any other obligations other than Discount and Fees), according to the outstanding Investment funded by such Purchasers. Unless the Administrator shall have received notice from Seller prior to the date on which any payment is due to the Administrator for the account actual number of any Purchasers hereunder that the Seller (or the Servicer on its behalf) will not make such payment days (including because Collections are not available therefor), the Administrator may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to), in reliance upon such assumption, distribute to the Purchaser Agents the amount due. In such event, if the Seller (or the Servicer on its behalf) has not in fact made such payment, then each Purchaser Agent severally agrees to repay to the Administrator forthwith on demand the amount so distributed to such Purchaser Agent, with interest thereon, for each day from and including the date such amount is distributed to it to first but excluding the date last day) elapsed. Any computations by the Administrative Agent or a Funding Agent of payment amounts payable by the Transferor hereunder shall be binding upon the Transferor absent manifest error. Promptly upon receipt of any amounts due and owing to the AdministratorInitial Purchasers, at the greater Funding Agents and the APA Bank Purchasers hereunder on any Business Day, the applicable Funding Agent shall, by no later than 3:00 p.m. (New York time), remit such amounts in immediately available funds to such Persons by depositing such amounts in the applicable account of the Overnight Bank Funding Rate and a rate determined such Person, until otherwise notified in writing by the Administrator in accordance with banking industry rules on interbank compensationsuch Person.

Appears in 1 contract

Samples: Receivables Transfer Agreement (Idine Rewards Network Inc)

Payments and Computations, Etc. (a) All amounts to be paid or deposited by the Seller or the Master Servicer to the Administrative Agent, any Purchaser Party, any Affected Person or any Indemnified Party hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and shall be paid or deposited no later than noon (New York City time) on the day when due in same day funds to the applicable account from time to time account(s) designated by the AdministratorAdministrative Agent. All amounts received after noon to be paid by any Purchaser to the Administrative Agent hereunder shall be paid no later than 2:00 p.m. (New York City time) will be deemed to have been received on the next Business Day. Except as expressly set forth herein (including, without limitation, as set forth in Sections 1.4(b)(ii) or (iii) with respect to Collections held in trust for Exiting Purchasers), the Administrator shall promptly (and, if reasonably practicable, on the day it receives such amounts) distribute when due in same day funds to the applicable Purchaser Agent amounts received account(s) designated by it hereunder for the benefit of the Purchasers within such Purchaser Administrative Agent’s Purchaser Group, and such Purchaser Agent shall promptly thereafter distribute such amounts received by it to the Purchasers within its Purchaser Group ratably (x) in the case of such amounts paid in respect of Discount and Fees, according to the Discount and Fees payable to such Purchasers and (y) in the case of such amounts paid in respect of Investment (or in respect of any other obligations other than Discount and Fees), according to the outstanding Investment funded by such Purchasers. Unless the Administrator Administrative Agent shall have received notice from Seller prior to the date on which any payment is due to the Administrator Administrative Agent for the account of any Purchasers hereunder that the Seller (or the Master Servicer on its behalf) will not make such payment (including because Collections are not available therefor), the Administrator Administrative Agent may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to), in reliance upon such assumption, distribute to the Purchaser Agents Purchasers the amount due. In such event, if the Seller (or the Master Servicer on its behalf) has not in fact made such paymentpayment and such payment is not recovered under the Seller Guaranty, then each Purchaser Agent severally agrees to repay to the Administrator Administrative Agent forthwith on demand the amount so distributed to such Purchaser AgentPurchaser, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the AdministratorAdministrative Agent, at the greater of the Overnight Bank Funding Federal Funds Rate and a rate determined by the Administrator Administrative Agent in accordance with banking industry rules on interbank compensation.

Appears in 1 contract

Samples: Receivables Purchase Agreement (MSC Industrial Direct Co Inc)

Payments and Computations, Etc. (a) All amounts to be paid or deposited by the Seller or Seller, the Servicer hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and Raytheon Entity hereunder shall be paid or deposited in immediately available funds by wire transfer in accordance with the terms hereof no later than noon 11:00 a.m. (New York City time) on the day when due in same day funds due; if such amounts are payable to the applicable Administrative Agent (whether on behalf of any Purchaser or otherwise) or the Insurer they shall be paid or deposited in the account from time to time designated indicated under the heading “Payment Information” in Section 11.3, until otherwise notified by the Administrator. All amounts received after noon (New York City time) will be deemed to have been received on Administrative Agent or the next Business Day. Except as expressly set forth herein (including, without limitationInsurer, as set forth applicable. The Seller shall, to the extent permitted by Law, pay to the Administrative Agent, in Sections 1.4(b)(ii) accordance with the immediately preceding sentence, upon demand, interest on all amounts not paid or deposited when due hereunder (iii) with respect to Collections held in trust for Exiting Purchasers)such interest, the Administrator shall promptly “Default Interest”) at a rate (andsuch rate, if reasonably practicable, on the day it receives such amounts“Overdue Rate”) distribute equal to the applicable Purchaser sum of two percent (2.00%) per annum plus the Base Rate. Such Default Interest shall be distributed by the Administrative Agent (i) following the date and to the extent the Insurer paid such amounts received by it not so paid or deposited when due hereunder to the Administrative Agent (for the benefit of the Purchasers within such Purchaser Agent’s Purchaser Group, and such Purchaser Agent shall promptly thereafter distribute such amounts received by it or other applicable Secured Party) pursuant to the Purchasers within its Purchaser Group ratably (x) in the case of such amounts paid in respect of Discount and FeesInsurance Policy, according to the Discount and Fees payable Insurer pursuant to such Purchasers and Section 2.12 or (yii) in the case of such amounts paid in respect of Investment (or in respect of any other obligations other than Discount and Fees)otherwise, according to the outstanding Investment funded by such Purchasers. Unless All computations of Yield and all per annum fees hereunder shall be made on the Administrator shall have received notice from Seller prior to the date on which any payment is due to the Administrator basis of a year of 360 days for the account actual number of any Purchasers hereunder that days (including the first but excluding the last day) elapsed. Any computations by the Administrative Agent or the Insurer of amounts payable by the Seller (or the Servicer on its behalf) will not make such payment (including because Collections are not available therefor)hereunder shall be binding upon the Seller, the Administrator may assume that the Seller has made or will make such payment on such date in accordance herewith Servicer and may (but shall not be obligated to)each other Raytheon Entity, in reliance upon such assumptionas applicable, distribute to the Purchaser Agents the amount due. In such event, if the Seller (or the Servicer on its behalf) has not in fact made such payment, then each Purchaser Agent severally agrees to repay to the Administrator forthwith on demand the amount so distributed to such Purchaser Agent, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrator, at the greater of the Overnight Bank Funding Rate and a rate determined by the Administrator in accordance with banking industry rules on interbank compensationabsent manifest error.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Raytheon Co/)

Payments and Computations, Etc. (a) Not later than 20 Business Days prior to the last day of each calendar quarter with respect to each Scheduled Payment Date, and otherwise not later than three (3) Business Days prior to each Inter‐ Period Payment Date and the Maturity Date, the Calculation Agent shall notify the Portfolio Asset Servicer of the interest payable on the Advances hereunder on such Payment Date. All amounts to be paid or deposited by applied from amounts received on the Seller or Portfolio Assets in the Servicer Collection Accounts, on the Borrower's behalf, hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and in accordance with this Agreement shall be paid or deposited applied in accordance with the terms hereof so that funds are received by the Account Bank no later than noon (New York City time) 12:00 p.m. on the day when due for further distribution to the Lenders by no later than 5:00 p.m. on such day in same day lawful money of the United States in immediately available funds to the applicable account from time to time designated specified in writing by the AdministratorAdministrative Agent to the Calculation Agent and the Portfolio Asset Servicer. All amounts received after noon Any Obligation hereunder shall not be reduced by any distribution of any portion of Available Collections if at any time such distribution is rescinded or required to be returned by any Lender to the Borrower or any other Person for any reason. (New York City timeb) will Other than as otherwise set forth herein, whenever any payment hereunder shall be deemed stated to have been received be due on a day other than a Business Day, such payment shall be made on the next succeeding Business DayDay and such extension of time is reflected in the computation of interest and fees. Except as expressly set forth herein (including, without limitation, as set forth in Sections 1.4(b)(iic) To the extent that any payment by or (iii) with respect on behalf of the Borrower is made to Collections held in trust for Exiting Purchasers)the Administrative Agent, the Administrator shall promptly (andCalculation Agent or any Lender, if reasonably practicableor the Administrative Agent, on the day it receives such amounts) distribute to the applicable Purchaser Calculation Agent amounts received by it hereunder for the benefit or any Lender exercises its right of the Purchasers within such Purchaser Agent’s Purchaser Groupsetoff, and such Purchaser Agent shall promptly thereafter distribute such amounts received by it to payment or the Purchasers within its Purchaser Group ratably (x) in the case proceeds of such amounts paid setoff or any part thereof is subsequently invalidated, declared to be fraudulent or preferential, set aside or required (including pursuant to any settlement entered into by the Administrative Agent or such Lender in respect of Discount and Feesits discretion) to be repaid to a trustee, according to the Discount and Fees payable to such Purchasers and (y) in the case of such amounts paid in respect of Investment (receiver or in respect of any other obligations other than Discount and Fees), according to the outstanding Investment funded by such Purchasers. Unless the Administrator shall have received notice from Seller prior to the date on which any payment is due to the Administrator for the account of any Purchasers hereunder that the Seller (or the Servicer on its behalf) will not make such payment (including because Collections are not available therefor), the Administrator may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to)party, in reliance upon such assumption, distribute to the Purchaser Agents the amount due. In such event, if the Seller (or the Servicer on its behalf) has not in fact made such payment, then each Purchaser Agent severally agrees to repay to the Administrator forthwith on demand the amount so distributed to such Purchaser Agent, connection with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrator, at the greater of the Overnight Bank Funding Rate and a rate determined by the Administrator in accordance with banking industry rules on interbank compensation.any proceeding under

Appears in 1 contract

Samples: Loan and Servicing Agreement (Carlyle Secured Lending III)

Payments and Computations, Etc. (a) All amounts to be paid or deposited by the Seller or the Servicer Buyer hereunder or under any other Transaction Document shall be made without reduction for offset or counterclaim and shall be paid or deposited no later than noon (New York City time) in accordance with the terms hereof on the day when due in same day immediately available funds to the account of CMC, on behalf of the applicable account OriginatorOriginators, designated from time to time designated by each OriginatorCMC or as otherwise directed by the Administratorapplicable OriginatorCMC. All amounts CMC shall retain the ratable portion of funds due to CMC, as an Originator, pursuant to Section 1.2(b)(i), and CMC shall pay to each applicable Subsidiary Originator, in cash or by way of credit to such Subsidiary Originator in the appropriate intercompany account, the ratable portion of the funds received after noon from the Buyer due to such Subsidiary Originator pursuant to Section 1.2(b)(i); it being further agreed that (New York City timea) will each purchase of each Receivable and Related Security with respect thereto shall be deemed to have been received be made on the next Business Day. Except as expressly set forth herein date such Receivable is created, and (including, without limitation, as set forth in Sections 1.4(b)(iib) or (iii) with respect CMC shall settle from time to Collections held in trust for Exiting Purchasers), the Administrator shall promptly (and, if reasonably practicable, on the day it receives time each such amounts) distribute credit to the applicable Purchaser Agent account of such Subsidiary Originator, by way of payments in cash or by way of credits in amounts received equal to cash expended, obligations incurred or the value of services or property provided by it hereunder or on behalf of CMC, in each case for the benefit of the Purchasers within such Purchaser AgentSubsidiary Originator in accordance with CMC’s Purchaser Group, and such Purchaser Agent Subsidiary Originator’s cash management and accounting policies. In the event that any payment owed by any Person hereunder becomes due on a day that is not a Business Day, then such payment shall promptly thereafter distribute be made on the next succeeding Business Day. If any Person fails to pay any amount hereunder when due, such amounts received Person agrees to pay, on demand, the Default Fee in respect thereof until paid in full; provided, however, that such Default Fee shall not at any time exceed the maximum rate permitted by it to applicable law. All computations of interest payable hereunder shall be made on the Purchasers within its Purchaser Group ratably basis of a year of 360 days (x) or, in the case of such amounts paid in respect of Discount and Feesany calculation thereof based upon the Prime Rate, according to the Discount and Fees payable to such Purchasers and (y365 or 366 days, as applicable) in the case of such amounts paid in respect of Investment (or in respect of any other obligations other than Discount and Fees), according to the outstanding Investment funded by such Purchasers. Unless the Administrator shall have received notice from Seller prior to the date on which any payment is due to the Administrator for the account actual number of any Purchasers hereunder that the Seller (or the Servicer on its behalf) will not make such payment days (including because Collections are not available therefor), the Administrator may assume that the Seller has made or will make such payment on such date in accordance herewith and may (but shall not be obligated to), in reliance upon such assumption, distribute to the Purchaser Agents the amount due. In such event, if the Seller (or the Servicer on its behalf) has not in fact made such payment, then each Purchaser Agent severally agrees to repay to the Administrator forthwith on demand the amount so distributed to such Purchaser Agent, with interest thereon, for each day from and including the date such amount is distributed to it to first but excluding the date of payment to the Administrator, at the greater of the Overnight Bank Funding Rate and a rate determined by the Administrator in accordance with banking industry rules on interbank compensation.last day) elapsed. Receivables Sale Agreement

Appears in 1 contract

Samples: Receivables Purchase Agreement (Commercial Metals Co)

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