Common use of Hedging Arrangements Clause in Contracts

Hedging Arrangements. (a) With respect to any Receivables acquired by Seller which are denominated in a currency other than U.S. Dollars, Seller shall procure and maintain in full force and effect at all times Eligible Hedging Arrangements in an aggregate notional amount not less than the Aggregate Capital at such time. (b) On the date of the each Incremental Purchase of a Purchaser Interest in relation to Receivables denominated in a currency other than U.S. Dollars, Seller shall procure Hedging Arrangements that include a forward exchange contract (a “Forward Exchange Contract”) contemplating settlement on the Weekly Settlement Date following the date of such Incremental Purchase. (c) Thereafter, on each Weekly Reporting Date, Seller shall cause the Forward Exchange Contract then in effect to be replaced with a new Forward Exchange Contract or extended, with the effect in either case that the Forward Exchange Contract in effect (or committed to become effective) shall contemplate settlement on the then next following Weekly Settlement Date. (d) All reports relating to the Receivables (whether pursuant to Section 8.5 or otherwise) and all determinations of compliance with the covenants set forth herein relating to the Receivables (whether pursuant to Section 2.6, Section 9.1(f), the definition of “Eligible Receivable” or otherwise) shall give effect to the conversion, where applicable, of the Outstanding Balance of the Receivables into U.S. Dollars. Each such conversion shall be made on the basis of the exchange rates set forth in the Forward Exchange Contract then in effect, including any Forward Exchange Contract going into effect on the date such report is issued or such determination is made. (e) Seller hereby assigns, as part of the Related Security, Purchaser Interests in all of its right, title and interest in, to and under each Hedging Arrangement, now existing or hereafter arising, to the Agent for the benefit of the Purchasers hereunder. Seller shall take all actions reasonably requested by the Agent to perfect, evidence or more fully protect the assignment contemplated herein, including, without limitation, providing notice to each Counterparty of the interests of the Agent and the Purchasers hereunder.

Hedging Arrangements. (a) With respect to any Receivables acquired by Seller which are denominated in a currency other than U.S. Dollars, Seller shall procure and maintain in full force and effect at all times Eligible Hedging Arrangements in an aggregate notional amount not less than the Aggregate Capital at such time. (b) On the date of the each Incremental Purchase of a Purchaser Interest in relation to Receivables denominated in a currency other than U.S. Dollars, Seller shall procure Hedging Arrangements that include a forward exchange contract (a “Forward Exchange Contract”) contemplating settlement on the Weekly Settlement Date following the date of such Incremental Purchase. (c) Thereafter, on each Weekly Reporting Date, Seller shall cause the Forward Exchange Contract then in effect to be replaced with a new Forward Exchange Contract or extended, with the effect in either case that the Forward Exchange Contract in effect (or committed to become effective) shall contemplate settlement on the then next following Weekly Settlement Date. (d) All reports relating to the Receivables (whether pursuant to Section 8.5 or otherwise) and all determinations of compliance with the covenants set forth herein relating to the Receivables (whether pursuant to Section 2.6, Section 9.1(f), the definition of “Eligible Receivable” or otherwise) shall give effect to the conversion, where applicable, of the Outstanding Balance of the Receivables into U.S. Dollars. Each such conversion shall be made on the basis of the exchange rates set forth in the Forward Exchange Contract then in effect, including any Forward Exchange Contract going into effect on the date such report is issued or such determination is made. (e) Seller hereby assigns, as part of the Related Security, Purchaser Interests in all of its right, title and interest in, to and under each Hedging Arrangement, now existing or hereafter arising, to the Agent for the benefit of the Purchasers hereunder. Seller shall take all actions reasonably requested by the Agent to perfect, evidence or more fully protect the assignment contemplated herein, including, without limitation, providing notice to each Counterparty of the interests of the Agent and the Purchasers hereunder.

Hedging Arrangements. The Debtor shall (a) With at or prior to the time of any Receivables Delivery, provide to the Note Insurer, and the Collateral Agent an Officer’s Certificate stating that the Servicer has Hedging Arrangements in place satisfying the conditions of this Section 5.3 as set forth below, and (b) in connection with any Servicer’s Certificate provided hereunder and to the extent not previously provided, provide an executed copy of all existing Hedging Arrangements, and with respect to which the Debtor shall be the beneficiary, in respect of an aggregate notional amount equal to the Required Notional Amount, and if such Hedging Arrangement is a swap, not greater than the Net Investment related to such swap. On each Delivery Date, the notional balance of the Hedging Arrangement shall be in an amount equal to the Required Notional Amount and, in the case of a swap, not exceeding the Net Receivables Balance (including any Receivables acquired by Seller which are denominated to be added in connection with such Funding). The form, structure and counterparty to each Hedging Arrangement shall be acceptable to the Note Insurer (and which, unless such Hedging Agreement is a currency other than U.S. Dollarscap agreement, Seller shall procure be submitted to the Note Insurer for its prior review) and maintain must be in full force and effect at all times Eligible during which the Net Receivables Balance is greater than zero (however such required amount may be reduced for the period of time between the pricing and the funding of a structured financing utilizing receivables released to the Debtor pursuant to Section 2.16 hereof by the Aggregate Outstanding Balance of such Receivables). Any counterparty to a Hedging Arrangements Arrangement shall have a long-term unsecured debt rating from Moody’s and S&P of at least “A2” and “A,” respectively. With respect to any Hedging Arrangement, (i) on and after the occurrence of a Termination and Amortization Event or Potential Termination and Amortization Event, the Note Insurer shall have the right, in its sole discretion, to direct the Debtor’s actions with respect thereto and (ii) the related amortization schedule shall be approved by the Note Insurer. Any Hedging Arrangement relating to a Receivables Delivery which is an interest rate cap agreement shall consist of the following requirements (each interest rate cap agreement meeting the following requirements, an “Interest Rate Cap” and collectively, the “Interest Rate Caps”): (i) any such counterparty thereto not rated at least “A” by S&P or “A2” by Moody’s shall be approved in writing by the Note Insurer, Moody’s and S&P; (ii) each Interest Rate Cap shall be documented in form and substance reasonably acceptable to the Note Insurer; (iii) the strike rate of any Interest Rate Cap shall be set at a level that will not result in a Net Spread Deficiency; (iv) all amounts payable by the counterparty thereunder shall be required to be paid by such counterparty directly to the Collection Account; (v) the notional amount thereunder shall amortize according to the scheduled amortization of the Receivables funded on the related Delivery Date assuming zero prepayments and zero defaults with respect to such Receivables; (vi) the aggregate notional amount not less than the Aggregate Capital at of such time. (b) On the date of the each Incremental Purchase of a Purchaser Interest in relation to Receivables denominated in a currency Hedging Arrangement together with all other than U.S. Dollars, Seller shall procure Hedging Arrangements that include a forward exchange contract (a “Forward Exchange Contract”) contemplating settlement on the Weekly Settlement Date following the date of such Incremental Purchase. (c) Thereafter, on each Weekly Reporting Date, Seller shall cause the Forward Exchange Contract then in effect to must equal the Required Notional Amount; (vii) such Hedging Arrangement must be replaced with a new Forward Exchange Contract or extended, with the effect in either case that the Forward Exchange Contract in effect for at least as long as the latest maturing Receivables securing the Net Investment; and (or committed to become effectiveviii) the Effective Date shall contemplate settlement on be no later than the then next following Weekly Settlement Delivery Date. (d) All reports relating to the Receivables (whether pursuant to Section 8.5 or otherwise) and all determinations of compliance with the covenants set forth herein relating to the Receivables (whether pursuant to Section 2.6, Section 9.1(f), the definition of “Eligible Receivable” or otherwise) shall give effect to the conversion, where applicable, of the Outstanding Balance of the Receivables into U.S. Dollars. Each such conversion shall be made on the basis of the exchange rates set forth in the Forward Exchange Contract then in effect, including any Forward Exchange Contract going into effect on the date such report is issued or such determination is made. (e) Seller hereby assigns, as part of the Related Security, Purchaser Interests in all of its right, title and interest in, to and under each Hedging Arrangement, now existing or hereafter arising, to the Agent for the benefit of the Purchasers hereunder. Seller shall take all actions reasonably requested by the Agent to perfect, evidence or more fully protect the assignment contemplated herein, including, without limitation, providing notice to each Counterparty of the interests of the Agent and the Purchasers hereunder.

Hedging Arrangements. (a) With Aspen, in the ordinary course of its business, enters into foreign exchange contracts (“Program FX Contracts”) in respect to any Receivables acquired by Seller which of its receivables that are denominated in a currency other than U.S. DollarsDollars (the “Non-USD Receivables”). The Transferred Receivables include certain Non-USD Receivables (the “Transferred Non-USD Receivables”). The Purchase Price in respect of the Transferred Non-USD Receivables has been calculated with a view toward providing to the Purchaser the benefits of the exchange arrangements available to Aspen under the Program FX Contracts now in effect. Due to limitations on its ability to assign all or a portion of the Program FX Contracts to the Purchaser, Seller shall procure and maintain Aspen has agreed in full force and effect at all times Eligible Hedging Arrangements lieu thereof to provide the foreign exchange facility contemplated in an aggregate notional amount not less than the Aggregate Capital at such timethis Section 1.6. (b) On any date prior to the date Final Payout Date, Aspen agrees that on delivery to Aspen or its designated agent of any Collections on the each Incremental Purchase of a Transferred Non-USD Receivables, Aspen shall thereupon make available to the Purchaser Interest or its designee an amount in relation to Receivables denominated in a currency other than U.S. Dollars, Seller shall procure Hedging Arrangements that include a forward exchange contract Dollars (a the applicable “Forward Exchange ContractAmount”) contemplating settlement on the Weekly Settlement Date following the date of such Incremental Purchase. (c) Thereafter, on each Weekly Reporting Date, Seller shall cause the Forward Exchange Contract then in effect to be replaced with a new Forward Exchange Contract or extended, with the effect in either case that the Forward Exchange Contract in effect (or committed to become effective) shall contemplate settlement on the then next following Weekly Settlement Date. (d) All reports relating equivalent to the Receivables amount in the foreign currency delivered to Aspen (whether pursuant to Section 8.5 or otherwise) and all determinations of compliance with the covenants set forth herein relating to the Receivables (whether pursuant to Section 2.6, Section 9.1(frelated “Collected FX Amount”), the definition of “Eligible Receivable” or otherwise) shall give effect to the conversion, where applicable, of the Outstanding Balance of the Receivables into U.S. Dollars. Each such conversion shall be made calculated on the basis of the exchange rates set forth in Schedule II. The obligation of Aspen to deliver to the Forward Purchaser or its designee the applicable Exchange Contract then Amount in effectrespect of any Collected FX Amount shall be unconditional and irrevocable, including notwithstanding any Forward Exchange Contract going into effect on amendment, replacement, supplement or other modification to the Program FX Contracts occurring after the date such report is issued or such determination is made. (e) Seller hereby assignshereof, as part any inability of Aspen to avail itself of the Related SecurityProgram FX Contracts in order to procure the related Exchange Amount or the occurrence or existence of any other circumstance or event. Aspen acknowledges that, in connection with any assignment by the Purchaser Interests in all of any of the Transferred Receivables, the Purchaser shall be assigning its right, title rights under this Section 1.6 (the “FX Rights”) to its assignee and interest in, to and under each Hedging Arrangement, now existing or hereafter arising, such assignee shall be entitled to the Agent for the benefit full benefits of the Purchasers hereunder. Seller shall take all actions reasonably requested by the Agent to perfect, evidence or more fully protect the assignment contemplated herein, including, without limitation, providing notice to each Counterparty of the interests of the Agent and the Purchasers hereunderFX Rights.