Common use of Maximum Ownership Interest Clause in Contracts

Maximum Ownership Interest. (a) If, on any day (after -------------------------- giving effect to Collections and the generation of new Receivables with respect to the Receivables Pool of any Division on such day), the Ownership Interest in such Receivables Pool would exceed the Maximum Ownership Interest (such Division referred to herein as the "Overextended Division"), the Purchaser shall be deemed to make an Incremental Purchase in the Receivables Pools of each of the other Divisions (each such Division, a "Selling Division") in, and the Investment in the Receivables Pool of the Overextended Division shall be deemed reduced by, the amount determined in accordance with the immediately succeeding sentence. Subject to subsection (b) below, the Incremental Purchase deemed to be made in the Receivables Pool of each Selling Division shall be in an amount equal to the product of (i) the amount sufficient to reduce the Ownership Interest in the Receivables Pool of the Overextended Division to the Maximum Ownership Interest and (ii) a fraction, the numerator of which is equal to the Investment with respect to such Selling Division and the denominator of which is equal to the sum of the Investment for each Selling Division; provided, that the -------- amount of such Incremental Purchase would not cause (and such amount shall be reduced so as not to cause) either: (1) the Investment with respect to such Selling Division to exceed the Purchase Limit with respect to such Selling Division, or (2) the Ownership Interest in the Receivables Pool of such Selling Division to exceed the Maximum Ownership Interest. (b) If the Incremental Purchase with respect to any Selling Division is reduced in accordance with the proviso contained in subsection (a) above, the amount of such reduction shall be applied as deemed Incremental Purchases in the Receivables Pools of the remaining Selling Divisions on a pro rata basis; provided, that the amount of such Incremental Purchases would not cause (and -------- such amount shall be so as not to cause) either: (1) the Investment with respect to any such Selling Division to exceed the Purchase Limit with respect to such Selling Division, or (2) the Ownership Interest in the Receivables Pool of any such Selling Division to exceed the Maximum Ownership Interest with respect to such Selling Division. Notwithstanding anything to the contrary contained herein, the Seller shall not be required to deliver any written notice with respect to the sale of an Ownership Interest arising from the Purchaser's making of Incremental Purchases in accordance with subsection (a) above or this subsection (b). (c) If, after giving effect to subsections (a) and (b) above, the Ownership Interest in the Receivables Pool of the Overextended Division or Seller's Interest exceeds the Maximum Ownership Interest, the Purchaser shall cease making Reinvestment Purchases and the Collection Agent shall remit to the Purchaser on a daily basis all Collections attributable to such Ownership Interest (net of amounts distributed or to be distributed pursuant to Sections 7.2.2(a) and 7.2.(b)(i)) as a reduction to its Investment with respect to such Overextended Division until the Purchaser has received an amount sufficient to reduce the respective Ownership Interest to the Maximum Ownership Interest. The Seller shall remit to the Purchaser in reduction of its Investment with respect to an Overextended Division any payment made by the Purchaser to the Seller on account of Reinvestment Purchases with respect to such Overextended Division to the extent the Ownership Interest with respect to such Overextended Division exceeded the Maximum Ownership Interest at the time the Seller received any such Reinvestment Purchase payment.

Maximum Ownership Interest. (a) If, on any day (after -------------------------- giving effect to Collections and the generation of new Receivables with respect to the Receivables Pool of any Division the York Divisions on such day), the Ownership Interest in such Receivables Pool would exceed the Maximum Ownership Interest (such Division referred to herein as the "Overextended Division"), the Purchaser shall be deemed to make an Incremental Purchase in the Receivables Pools of each of the other Divisions (each such Division, a "Selling Division") in, and the Investment in the Receivables Pool of the Overextended Division shall be deemed reduced by, the amount determined in accordance with the immediately succeeding sentence. Subject to subsection (b) below, the Incremental Purchase deemed to be made in the Receivables Pool of each Selling Division shall be in an amount equal to the product of (i) the amount sufficient to reduce the Ownership Interest in the Receivables Pool of the Overextended Division to the Maximum Ownership Interest and (ii) a fraction, the numerator of which is equal to the Investment with respect to such Selling Division and the denominator of which is equal to the sum of the Investment for each Selling Division; provided, that the -------- amount of such Incremental Purchase would not cause (and such amount shall be reduced so as not to cause) either: (1) the Investment with respect to such Selling Division to exceed the Purchase Limit with respect to such Selling Division, or (2) the Ownership Interest in the Receivables Pool of such Selling Division to exceed the Maximum Ownership Interest. (b) If the Incremental Purchase with respect to any Selling Division is reduced in accordance with the proviso contained in subsection (a) above, the amount of such reduction shall be applied as deemed Incremental Purchases in the Receivables Pools of the remaining Selling Divisions on a pro rata basis; provided, that the amount of such Incremental Purchases would not cause (and -------- such amount shall be so as not to cause) either: (1) the Investment with respect to any such Selling Division to exceed the Purchase Limit with respect to such Selling Division, or (2) the Ownership Interest in the Receivables Pool of any such Selling Division to exceed the Maximum Ownership Interest with respect to such Selling Division. Notwithstanding anything to the contrary contained herein, the Seller shall not be required to deliver any written notice with respect to the sale of an Ownership Interest arising from the Purchaser's making of Incremental Purchases in accordance with subsection (a) above or this subsection (b). (c) If, after giving effect to subsections (a) and (b) above, the Ownership Interest in the Receivables Pool of the Overextended Division or Seller's Interest exceeds the Maximum Ownership Interest, the Purchaser shall cease making Reinvestment Purchases and the Collection Agent shall remit to the Purchaser on a daily basis all Collections attributable to such Ownership Interest (net of amounts distributed or to be distributed pursuant to Sections 7.2.2(a) and 7.2.(b)(i7.2(b)(i)) as a reduction to its Investment with respect to such Overextended Division until the Purchaser has received an amount sufficient to reduce the respective such Ownership Interest to the Maximum Ownership Interest. The Seller shall remit to the Purchaser in reduction of its Investment with respect to an Overextended Division any payment made by the Purchaser to the Seller on account of Reinvestment Purchases with respect to such Overextended Division to the extent the Ownership Interest with respect to such Overextended Division exceeded the Maximum Ownership Interest at the time the Seller received any such Reinvestment Purchase payment. (b) If, on any day (after giving effect to Collections and the increase in the Seller's "Investment" (as defined in the Transfer Agreement) in Bristol's Receivables pursuant to the Transfer Agreement), the Ownership Interest with respect to the Seller's Interest would exceed the Maximum Ownership Interest, the Purchaser shall cease making Reinvestment Purchases and the Collection Agent shall remit to the Purchaser on a daily basis all Collections attributable to such Ownership Interest (net of amounts distributed or to be distributed pursuant to Sections 7.2.2(a) and 7.2(b)(i)) as a reduction to its Investment until the Purchaser has received an amount sufficient to reduce such Ownership Interest to the Maximum Ownership Interest. The Seller shall remit to the Purchaser in reduction of its Investment any payment made by the Purchaser to the Seller on account of Reinvestment Purchases to the extent the Ownership Interest exceeded the Maximum Ownership Interest at the time the Seller received any such Reinvestment Purchase payment.