CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE Sample Clauses

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE. 5 ARTICLE IV CONDITIONS OF PURCHASES; ADDITIONAL ORIGINATORS 8 ARTICLE V REPRESENTATIONS AND WARRANTIES OF THE ORIGINATORS 10 ARTICLE VI COVENANTS OF THE ORIGINATORS 17 ARTICLE VII ADDITIONAL RIGHTS AND OBLIGATIONS IN RESPECT OF RECEIVABLES 25 ARTICLE VIII PURCHASE AND SALE TERMINATION EVENTS 26 ARTICLE IX INDEMNIFICATION 27 ARTICLE X MISCELLANEOUS 30

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE. SECTION 3.1. Initial Contribution of Receivables and Initial Purchase Price Payment....................................................................................................... 6 SECTION 3.2. Subsequent Purchase Price Payments ......................................................... 6 SECTION 3.3. Settlement as to Specific Receivables and Dilution ................................... 7 ARTICLE IV

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE. SECTION 3.1 Initial Contribution of Receivables and Initial Purchase Price Payment 5 SECTION 3.2 Subsequent Purchase Price Payments 6 SECTION 3.3 Letters of Credit 7 SECTION 3.4 Settlement as to Specific Receivables and Dilution. 8 SECTION 3.5 Reconveyance of Receivables 9 SECTION 4.1 Conditions Precedent to Initial Purchase 9 SECTION 4.2 Certification as to Representations and Warranties 10 SECTION 4.3 Additional Originators 10 SECTION 5.1 Existence and Power 11 SECTION 5.2 Company and Governmental Authorization, Contravention 11 SECTION 5.3 Binding Effect of Agreement 12 SECTION 5.4 Accuracy of Information 12 SECTION 5.5 Actions, Suits 12 SECTION 5.6 No Material Adverse Effect 12 SECTION 5.7 Names and Location 12 SECTION 5.8 Margin Stock 12 SECTION 5.9 Eligible Receivables 13 SECTION 5.10 Credit and Collection Policy 13 SECTION 5.11 Investment Company Act 13 SECTION 5.12 No Sanctions 13 SECTION 5.13 Financial Condition 13 SECTION 5.14 Tax Status 13 SECTION 5.15 ERISA 13 SECTION 5.16 Bulk Sales 14 SECTION 5.17 No Fraudulent Conveyance 14 SECTION 5.18 Ordinary Course of Business 14 SECTION 5.19 Perfection; Good Title 14 SECTION 5.20 Reaffirmation of Representations and Warranties by each Originator 14 SECTION 6.1 Covenants 15 SECTION 6.2 Separateness Covenants 19 SECTION 7.1 Rights of the Buyer 20 SECTION 7.2 Responsibilities of the Originators 20 SECTION 7.3 Further Action Evidencing Purchases 21 SECTION 7.4 Application of Collections 21 SECTION 8.1 Purchase and Sale Termination Events 22 SECTION 8.2 Remedies 22 SECTION 9.1 Indemnities by the Originators 23

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE. SECTION 3.1 Initial Contribution of Receivables and Initial Purchase Price Payment. (a) On the Closing Date, Contributing Originator shall, and hereby does, contribute to the capital of the Buyer Receivables and Related Rights consisting of each Receivable of Contributing Originator that exists and is owing to Contributing Originator on the Closing Date beginning with the oldest of such Receivables and continuing chronologically thereafter such that the equity (taking into account any cash contributions made on or prior to the Closing Date) held by Contributing Originator in the Buyer, after giving effect to such contribution of Receivables (the value of which shall be determined based on the Purchase Price definition), shall be at least equal to the Required Capital Amount. Each Receivable contributed by Contributing Originator to the capital of the Buyer pursuant to this Section 3.1(a) and Section 3.2 below is herein referred to as a “Contributed Receivable”. (b) On the terms and subject to the conditions set forth in this Agreement, the Buyer agrees to pay to each Originator the Purchase Price for the purchase to be made from such Originator on the Closing Date (i) to the extent the Buyer has cash available therefor, partially in cash (in an amount to be agreed between the Buyer and such Originator and set forth in the initial Purchase Report) and, solely in the case of Contributing Originator to the extent elected by Contributing Originator in its sole discretion, by accepting a contribution to the Buyer’s capital and (ii) the remainder by issuing a promissory note in the form of Exhibit B to such Originator (each such promissory note, as it may be amended, supplemented, endorsed or otherwise modified from time to time, together with all promissory notes issued from time to time in substitution therefor or renewal thereof in accordance with the Transaction Documents, each being herein called a “Subordinated Note”) with an initial principal amount equal to the remaining Purchase Price payable to such Originator not paid in cash or, in the case of Contributing Originator, contributed to the Buyer’s capital.

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE. SECTION 3.1 Initial Contribution of Receivables and Initial Purchase Price Payment 5 SECTION 3.2 Subsequent Purchase Price Payments 6 SECTION 3.3 Settlement as to Specific Receivables and Dilution 7 SECTION 4.1 Conditions Precedent to Initial Purchase 8 SECTION 4.2 Certification as to Representations and Warranties 9 SECTION 4.3 Additional Originators 10 SECTION 5.1 Representations and Warranties 10 SECTION 5.2 Reaffirmation of Representations and Warranties by each Originator 16 SECTION 6.1 Covenants 16 SECTION 6.2 Separateness Covenants 23 SECTION 7.1 Rights of the Buyer 24 SECTION 7.2 Responsibilities of the Originators 24 SECTION 7.3 Further Action Evidencing Purchases 25 SECTION 7.4 Application of Collections 25 SECTION 7.5 Performance of Obligations 26 SECTION 8.1 Purchase and Sale Termination Events 26 SECTION 8.2 Remedies 27 SECTION 9.1 Indemnities by Originators 27

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE. 5 SECTION 3.2 Subsequent Purchase Price Payments 6 SECTION 3.3 Settlement as to Specific Receivables and Dilution 7

CONTRIBUTIONS AND PAYMENT OF PURCHASE PRICE