Eligible Receivable

Eligible Receivable. (a) the Obligor of which is (i) (A) a United States resident or (B) not a United States resident if and only if the payment of such Obligor's otherwise Eligible Receivables is supported by a letter of credit (x) issued or confirmed by a domestic bank or the domestic branch of a foreign bank, in either case rated at least "A" by Standard & Poor's and (y) either in the possession of the Collateral Agent or which names the Collateral Agent as... beneficiary; provided, however, that up to 4% of the Net Receivables Pool Balance may consist of otherwise Eligible Receivables which are Foreign Receivables and which are not supported by a letter of credit (it being understood that no more than 2% of the Net Receivables Pool Balance may consist of otherwise Eligible Receivables which are Foreign Receivables and which are not supported by a letter of credit, the Obligors of which are from the same foreign country); provided, further, however, that in the case of Obligors that are residents of Canada, the percentage of otherwise Eligible Receivables that may be included in the Net Receivables Pool Balance at any time, is (x) if Canada's foreign currency rating is greater than or equal to AA-, 100%, (y) if Canada's foreign currency rating is greater than or equal to A- but less than or equal to A+, 20%, or (z) if Canada's foreign currency rating is less than A-, 4%, (ii) not a government or a governmental subdivision, affiliate or agency, (iii) not subject to any action of the type described in paragraph (f) of Exhibit V to the Agreement, (iv) not an Affiliate of Weirton or the Originator and (v) is not GalvPro LP, View More

Eligible Receivable. Means any duly invoiced Account of which Borrower is the sole owner and in which Bank has an enforceable and duly perfected first priority security interest, except any such Account (a) which is not payable in installments and which shall not have been paid in full within ninety (90) days after the original due date or the date first invoiced to the Account Debtor, whichever first elapses, (b) which is payable in installments (i) if it was not by its terms so payable when first invoiced to the... Account Debtor, (ii) if any installment thereof shall not have been paid in full within sixty (60) days after its original due date, or (iii) to the extent that any installment thereof is not payable within ninety (90) days after the date of determination, (c) if the Account Debtor thereon is then obligated to Borrower on other Accounts and if more than twenty five percent (25%), by amount, of all Accounts on which that Account Debtor is then obligated to Borrower are excepted under clauses (a) and (b) above, (d) if the Account Debtor thereon is then obligated to Borrower on other Accounts, to the extent that the aggregate amount of all Accounts upon which that Account Debtor is then obligated to Borrower exceeds N/A (N/A%) of all Eligible Receivables, (e) if the payment of which by the Account Debtor is not, or does not remain, unconditional, (f) if and to the extent that the Account Debtor has asserted a defense or offset of any kind against the payment thereof, (g) which according to its terms may be paid by the Account Debtor by an offset of any claim of the Account Debtor or any other Person against Borrower, (h) which arises other than from the sale of Inventory in the ordinary course of Borrower's business, (i) if the Account Debtor thereon is an Affiliate, director, officer, employee, or agent of Borrower or of any Affiliate of Borrower, (j) if the Account Debtor thereon is insolvent or is the subject of any Proceeding or is, at the time in question, in default in any way on an existing obligation (except any obligation classified as an Account) to Borrower, (k) if the Account Debtor thereon is not a resident of the United States of America or is not subject to service or legal process in the United States of America or Canada, unless payment of the Account is assured by an irrevocable letter of credit in form and substance satisfactory to Bank and issued by a financial institution that is a resident of the United States of America, is subject to service of legal process in the United States of America, and is otherwise satisfactory to Bank, or, if the Account Debtor is a resident of Canada, unless Borrower shall have taken or caused to be taken all actions from time to time requested by Bank in order to assure the attachment, enforceability, and perfection of Bank's security interest under the law of each province in which the Account Debtor resides, and shall have furnished to Bank such written evidence (including, without limitation, one or more opinions of legal counsel rendered to Bank by counselors authorized to practice law in each such province), in form and substance satisfactory to Bank, that all such actions have been taken (l) if the Account Debtor thereon is a resident of any jurisdiction denying creditors access to its courts in the absence of qualification to transact business therein or in the filing of a so-called "notice of business activities report" or other similar filing, unless Borrower has taken all action required by the jurisdiction in question to have access to its courts, (m) which is subject to any law (including, without limitation, the Assignment of Claims Act of 1940 (31 USC 3272, et. seq. and 41 USC 15 et. seq. ), rule, regulation, order, or agreement now or hereafter in effect which restricts or requires notice of or consent to assignment, unless all such required notices shall have been given, all such required consents shall have been obtained, and all other such requirements shall have been complied with in order the Bank shall have the unconditional right to enforce the Account against the Account Debtor thereon, (n) is subject to any mortgage, security interest, or other lien securing payment or performance of any obligation other than Bank Debt, (o) which is described in any financing statement naming any Person other than Bank as the secured party of record, or (p) the collection of which Bank, in the exercise of its good faith judgement, determines to have become impaired for any reason View More

Eligible Receivable. The definition of "Eligible Receivable" is hereby amended by (i) deleting the words "or, to the extent such Person is an Affiliate of any Originator, to LYONDELL-CITGO Refining LP or any of its subsidiaries" in the first paragraph thereof and (ii) deleting paragraph (c) thereof and inserting the word "[reserved;]" in the place thereof.

Eligible Receivable. Means, (a) on the Initial Closing Date and on each Follow-On Closing Date prior to the September 2013 Closing Date, a Receivable (i) that is not a Delinquent Receivable and (ii) the Obligor of which is Investment Grade and (b) on the September 2013 Closing Date and on each Follow-On Closing Date thereafter, a Receivable that is not a Delinquent Receivable.

Eligible Receivable. Amended by (i) deleting the phrase ", to the extent required by the related Financing Agreement,", (ii) adding the phrase "unless any of the Financing Agreement, the credit approval for the related Receivable or the Seller's Credit and Collection Policies would not require a first priority perfected security interest in the related Product or other financed assets in connection with the related advance" after the words "the related advance" and (iii) adding a ")" before the final period in... clause (l). View More

Eligible Receivable. Clause (b)(iii) in the definition of "Eligible Receivable" in Section 1.1 of the Transfer and Administration Agreement is hereby amended to delete "Administrative Agent" and replace it with "Agent".

Eligible Receivable. Is a Receivable arising in the ordinary course of Borrower's business from the sale or lease of goods which have been delivered to and accepted by the Receivable Debtor

Eligible Receivable. Clause (g) of the definition of "Eligible Receivable" in Section 1.1 of the TAA is hereby amended and restated in its entirety to read as follows: "(g) which (i) together with the related Contract, is in full force and effect and constitutes the legal, valid and binding obligation of the related Obligor enforceable against such Obligor in accordance with its terms and (ii) is not subject to any asserted litigation, dispute, offset, holdback, counterclaim or other defense; provided that, with... respect to offsets and holdbacks included in the calculation of Offset Payable, (x) at any time Greif, Inc.'s corporate family rating is greater than or equal to "BB-" by S&P and "Ba3" by Moody's, such holdbacks and offsets shall not render all or any portion of such Receivable ineligible pursuant to this clause (g)(ii) and (y) at any time Greif, Inc.'s corporate family rating is below "BB-" by S&P or "Ba3" by Moody's, any Committed Investor may elect, in its sole discretion, which election shall be binding on each other Investor, to deem the portion of such Receivable that is the subject of such offset or holdback as ineligible pursuant to the terms of this clause (g)(ii);". View More