Consideration for Subsequent Receivables Clause Samples

The 'Consideration for Subsequent Receivables' clause defines how payment or compensation will be handled for receivables that arise after the initial agreement date. Typically, this clause outlines the method and timing of payments for any new receivables generated, such as specifying that the seller will receive a set percentage of the value of these receivables as they are collected. Its core function is to ensure that both parties have a clear understanding of how future receivables will be valued and compensated, thereby preventing disputes and ensuring smooth ongoing transactions.
Consideration for Subsequent Receivables. In consideration of the absolute assignment by the Transferor to the Purchaser of the Subsequent Receivables and other Trust Property relating thereto described in Section 2.01(c), the Purchaser shall, on the applicable Funding Date, pay or cause to be paid to the Transferor an amount equal to the Receivables Purchase Price with respect to the Subsequent Receivables acquired from the Transferor on such date in the form of cash by federal wire transfer (same day) funds and the Transferor shall make a capital contribution to the Purchaser on the Closing Date of Initial Receivables in an amount equal to 3.90% of the Aggregate Receivables Balance of such Subsequent Receivables as of the applicable Cutoff Date.
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Consideration for Subsequent Receivables. Upon two (2) Business Days' prior written notice given by the Owner Trustee to the Indenture Trustee, the Owner Trustee shall cause the Indenture Trustee, on the applicable Funding Date, to pay to the Seller an amount equal to the Receivables Purchase Price with respect to the Subsequent Receivables acquired from the Seller on such date in cash by federal wire transfer funds and the Seller shall make a capital contribution to the Trust on such Funding Date of Subsequent Receivables in an amount equal to 1.00% of the Aggregate Receivables Balance of such Subsequent Receivables as of the applicable Cutoff Date. The Seller acknowledges that funds to transfer the Subsequent Receivables and the other Trust Property relating thereto on each Funding Date shall be disbursed by the Indenture Trustee solely from the Issuance Fund pursuant to Section 5.06 of the Indenture.
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Consideration for Subsequent Receivables. Upon two (2) Business Days’ prior written notice given by the Depositor to the Issuer and then from the Issuer to the Indenture Trustee, the Depositor shall cause the Issuer to cause the Indenture Trustee, on the applicable Funding Date, to pay to the Issuer, which will pay the Depositor, which will pay to or at the direction of the Contributor an amount equal to the Receivables Purchase Price with respect to the related Subsequent Receivables in immediately available funds.
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Consideration for Subsequent Receivables. Upon two (2) Business Days' prior written notice given by the Depositor to the Issuer and then from the Issuer to the Indenture Trustee, the Depositor shall cause the Issuer to cause the Indenture Trustee, on the applicable Funding Date, to pay to the Issuer which will pay the Depositor which will pay the Contributor an amount equal to the Receivables Purchase Price with respect to the related Subsequent Receivables in immediately available funds to the extent of the net proceeds received from the Noteholders from the sale of Additional Note Principal Balances. To the extent that the value of any such Subsequent Receivables exceeds the Receivables Purchase Price with respect thereto, the Depositor shall receive an increase in the value of its ownership interest in the Issuer, and the Contributor shall receive an increase in the value of the stock of the Depositor, which is a wholly-owned subsidiary of the Contributor.
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Consideration for Subsequent Receivables. In consideration of the absolute assignment by the Transferor to the Purchaser of the Subsequent Receivables and other Transferred Property relating thereto described in Section 2.01(c), the Purchaser shall, on the applicable Funding Date, pay or cause to be paid to the Transferor an amount equal to the Receivables Purchase Price with respect to the Subsequent Receivables acquired from the Transferor on such date in the form of cash by federal wire transfer (same day) funds.
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Consideration for Subsequent Receivables. Upon two (2) Business Days' prior written notice given by the Trust to the Indenture Trustee, the Trust shall cause the Indenture Trustee, on the applicable Funding Date, to pay to the Seller an amount equal to the Receivables Purchase Price with respect to the Subsequent Receivables acquired from the Seller on such date in cash by federal wire transfer funds. The Seller acknowledges that funds to transfer the Subsequent Receivables and the other Contributed Property relating thereto on each Funding Date shall be disbursed by the Indenture Trustee solely from the Prefunding Account pursuant to Section 5.06 of the Indenture.
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Consideration for Subsequent Receivables. Upon its receipt of the related Receivables Purchase Price from the Issuer on each Funding Date, the Depositor shall pay such amount to the Contributor in immediately available funds as consideration for the transfer to the Depositor of the related Subsequent Receivables. To the extent that the value of any such Subsequent Receivables exceeds the Receivables Purchase Price with respect thereto, the Contributor shall receive an increase in the value of the stock of Bay View Acceptance Corporation, the owner of 100% of the stock of the Depositor and a wholly-owned subsidiary of the Contributor, in the amount of such excess as a portion of the consideration for the transfer to the Depositor of the related Subsequent Receivables.
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Consideration for Subsequent Receivables. Upon its receipt of the related Receivables Purchase Price from the Noteholders on each Funding Date, the Issuer shall pay such amount to the Depositor in immediately available funds as consideration for the transfer to the Issuer of the related Subsequent Receivables. To the extent that the value of any such Subsequent Receivables exceeds the Receivables Purchase Price with respect thereto, the Depositor shall receive an increase in its ownership interest in the Issuer, which is a wholly-owned subsidiary of the Depositor, in the amount of such excess as a portion of the consideration for the transfer to the Issuer of the related Subsequent Receivables.
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Related to Consideration for Subsequent Receivables

  • Conveyance of Subsequent Receivables (a) If there is a Funding Period, subject to satisfaction of the conditions set forth in Section 2.03(b) below, in consideration of the Issuing Entity’s delivery on the related Subsequent Transfer Date, if any, to or upon the order of the Depositor of the amount described in Section 5.01(d) to be delivered to the Depositor and the increase in the value of the Certificates as a result of such sale, the Depositor does hereby agree to sell, transfer, assign, set over and otherwise convey to the Issuing Entity, without recourse (except as provided in Section 3.02), pursuant to an assignment in substantially the form of Exhibit D (a “Subsequent Transfer SSA Assignment”), all right, title and interest of the Depositor in, to and under: (i) the Subsequent Receivables identified in the Subsequent Transfer SSA Assignment (all of which are identified in World Omni’s computer files by a code indicating such Subsequent Receivables are owned by the Trust and pledged to the Indenture Trustee) and all monies received thereon and in respect thereof after the related Subsequent Cutoff Date; (ii) the security interests in, and the liens on, the Financed Vehicles granted by Obligors in connection with the Subsequent Receivables and any other interest of the Depositor in the Financed Vehicles; (iii) any proceeds with respect to the Subsequent Receivables from claims on any physical damage, credit life or disability insurance policies covering the Financed Vehicles or Obligors; (iv) any Financed Vehicle that shall have secured a Subsequent Receivable and shall have been acquired by or on behalf of the Depositor, the Servicer or the Trust; (v) all “accounts,” “chattel paper,” “general intangibles” and “promissory notes” (as such terms are defined in the Uniform Commercial Code as from time to time in effect) constituting or relating to the foregoing; and (vi) the proceeds of any and all of the foregoing (including Liquidation Proceeds); provided, however, that the foregoing items (i) through (vi) shall not include the Notes and Certificates. It is the intention of the Depositor and the Issuing Entity that the assignment and transfer contemplated by this Section 2.03 constitute (and shall be construed and treated for all purposes, other than for tax purposes, as) a true and complete sale of such Subsequent Receivables, if any, and the other property of the Depositor specified in Section 2.03(a) hereof, conveying good title thereto free and clear of any liens and encumbrances, from the Depositor to the Issuing Entity. However, in the event that such conveyance is deemed to be a pledge to secure a loan (in spite of the express intent of the parties hereto that this conveyance constitutes, and shall be construed and treated for all purposes, other than for tax purposes, as a true and complete sale), the Depositor hereby grants to the Issuing Entity, for the benefit of the Noteholders, a first priority perfected security interest in all of the Depositor’s right, title and interest in, to and under the Subsequent Receivables, if any, and the other property of the Depositor specified in Section 2.03(a) hereof whether now existing or hereafter created and all proceeds of the foregoing to secure the loan deemed to be made in connection with such pledge and, in such event, this Agreement shall constitute a security agreement under applicable law. (b) If there is a Funding Period, the Depositor shall transfer to the Issuing Entity Subsequent Receivables and the other property and rights related thereto described in Section 2.03(a) above only upon the satisfaction of each of the following conditions precedent on or prior to the related Subsequent Transfer Date: (i) the Funding Period shall not have terminated; (ii) each of the representations and warranties made by the Depositor pursuant to Section 3.01 with respect to such Subsequent Receivables shall be true and correct as of the related Subsequent Transfer Date with the same effect as if then made, and the Depositor shall have performed all obligations to be performed by it hereunder on or prior to such Subsequent Transfer Date; (iii) the Depositor shall have delivered to the Owner Trustee and the Indenture Trustee a duly executed Subsequent Transfer SSA Assignment, including the Schedule of Receivables (which schedule shall be deemed to supplement the existing Schedule of Receivables in effect at such time); (iv) the applicable Reserve Account Subsequent Transfer Deposit for such Subsequent Transfer Date shall have been deposited in the Reserve Account pursuant to Section 5.01(d); (v) the Depositor shall, at its own expense, on or prior to each Subsequent Transfer Date, indicate in its computer files that the Subsequent Receivables conveyed on such date have been sold to the Issuing Entity pursuant to this Agreement and the related Subsequent Transfer SSA Assignment; (vi) the Depositor shall have taken any action required to maintain the first priority perfected ownership interest of the Issuing Entity in the Owner Trust Estate and the first priority perfected security interest of the Indenture Trustee in the Collateral; (vii) the Receivables in the Trust (after giving effect to the conveyance of the Subsequent Receivables to the Trust on such Subsequent Transfer Date) shall meet the following criteria: (A) the weighted average Annual Percentage Rate of the Receivables in the Trust shall not be less than [RESERVED]%, (B) not less than [RESERVED]% of the Aggregate Starting Principal Balance of the Receivables shall represent financings of new Financed Vehicles, (C) no Subsequent Receivable shall have a remaining term in excess of [RESERVED] months, (D) the weighted average original term to maturity of the Receivables in the Trust shall not be greater than [RESERVED] months, (E) not less than [RESERVED]% of Aggregate Starting Principal Balance of the Receivables shall represent financings of Toyota vehicles, (F) the weighted average FICO score of the Receivables in the Trust shall not be less than [RESERVED] and (G) such other criteria as may be required by the Rating Agencies; (viii) the Depositor shall have delivered to the Indenture Trustee and the Owner Trustee an Officers’ Certificate confirming the satisfaction of the conditions specified in this Section 2.03(b); and (ix) the Depositor shall have delivered to the Trust, the Indenture Trustee and the Rating Agencies an Opinion of Counsel with respect to the transfer of such Subsequent Receivables substantially in the form of the Opinion of Counsel delivered to the Rating Agencies on the Closing Date. (c) If there is a Funding Period, the Depositor covenants to transfer to the Issuing Entity pursuant to Section 2.03(a) before the termination of the Funding Period Subsequent Receivables with an aggregate Starting Principal Balance less the Yield Supplement Overcollateralization Amount for such Subsequent Receivables as of the related Subsequent Cutoff Date equal to approximately the result of the Pre-Funding Account Initial Deposit divided by [RESERVED]% to the extent such Receivables were transferred to the Depositor under the Receivables Purchase Agreement.

  • Payment of Receivables Purchase Price In consideration of the sale of the Receivables from the Seller to the Purchaser as provided in Section 2.1, on the Closing Date the Purchaser shall have paid to the Seller the Receivables Purchase Price.

  • Repurchase of Receivables In the event of a breach of any representation or warranty set forth on Exhibit A which materially and adversely affects the interests of the Issuer or the Securityholders and unless the breach shall have been cured by the last day of the second Collection Period following the Collection Period in which the discovery of the breach is made or notice is received, as the case may be (or, at the option of the RPA Seller, the last day in the first Collection Period following the Collection Period in which such discovery is made), the RPA Seller shall repurchase such Receivable. In consideration of the purchase of any such Receivable, on the related Payment Date, the RPA Seller shall remit an amount equal to the Warranty Purchase Payment in respect of such Receivable to the Purchaser and shall be entitled to receive the Released Warranty Amount. Upon any such repurchase, each of the Purchaser and the Issuer shall, without further action, be deemed to transfer, assign and otherwise convey to the RPA Seller, without recourse, representation or warranty, all the right, title and interest of either the Purchaser or the Issuer in, to and under such repurchased Receivable, all monies due or to become due with respect thereto and all proceeds thereof. The Purchaser, the Issuer, the Owner Trustee, the Delaware Trustee or the Indenture Trustee, as applicable, shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by the RPA Seller to effect the conveyance of such Receivable pursuant to this Section. The sole remedy of the Purchaser, the Issuer, the Trustees or the Securityholders with respect to a breach of the RPA Seller’s representations and warranties pursuant to Section 2.03(a) shall be to require the RPA Seller to repurchase the related Receivables pursuant to this Section.

  • Reassignment of Purchased Receivables Upon deposit in the Collection Account of the Purchase Amount of any Receivable repurchased by Seller under Section 5.1 hereof, Purchaser and the Issuer shall take such steps as may be reasonably requested by Seller in order to assign to Seller all of Purchaser’s and the Issuer’s right, title and interest in and to such Receivable and all security and documents and all Other Conveyed Property conveyed to Purchaser and the Issuer directly relating thereto, without recourse, representation or warranty, except as to the absence of Liens created by or arising as a result of actions of Purchaser or the Issuer. Such assignment shall be a sale and assignment outright, and not for security. If, following the reassignment of a Purchased Receivable, in any enforcement suit or legal proceeding, it is held that Seller may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, Purchaser and the Issuer shall, at the expense of Seller, take such steps as Seller deems reasonably necessary to enforce the Receivable, including bringing suit in Purchaser’s or in the Issuer’s name.

  • Reassignment of Ineligible Receivables (a) In the event any representation or warranty under Subsection 4.02(a)(ii), (iii), (iv), (vii), (viii), (ix) or (x) is not true and correct in any material respect as of the date specified therein with respect to any Receivable or the related Account and as a result of such breach RFC VIII is required under Subsection 2.6(a) of the Transfer Agreement to accept reassignment of such Receivables previously sold by TRS to RFC VIII pursuant to this Agreement, TRS shall accept reassignment of such Receivables on the terms and conditions set forth in Subsection 6.01(b). (b) TRS shall accept reassignment of any Receivables described in Subsection 6.01(a) from RFC VIII on the date on which such Receivables are reassigned to RFC VIII pursuant to Subsection 2.6(a) of the Transfer Agreement, and shall pay for such reassigned Receivables by paying to RFC VIII in immediately available funds an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, RFC VIII shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to TRS, without recourse, representation or warranty, all the right, title and interest of RFC VIII in and to such Receivables, all Recoveries allocable to such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including “proceeds” as defined in the UCC) thereof. Such reassigned Receivables shall be treated by RFC VIII as collected in full as of the date on which they were reassigned. RFC VIII shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by TRS to effect the conveyance of such Receivables and other property pursuant to this Subsection.