CHECKS AND OTHER INSTRUMENTS REPRESENTING COLLECTIONS, (II)
ENFORCE THE RECEIVABLES, THE RELATED CONTRACTS AND THE RELATED SECURITY AND
(III) TAKE SUCH ACTION AS SHALL BE NECESSARY OR DESIRABLE TO CAUSE ALL CASH,
CHECKS AND OTHER INSTRUMENTS CONSTITUTING COLLECTIONS OF RECEIVABLES TO COME
INTO THE POSSESSION OF THE AGENT RATHER THAN SELLER.
SECTION 8.4
RESPONSIBILITIES OF SELLER.
ANYTHING HEREIN TO THE
CONTRARY NOTWITHSTANDING, THE EXERCISE BY THE AGENT AND THE PURCHASERS OF THEIR
RIGHTS HEREUNDER SHALL NOT RELEASE THE SERVICER, ORIGINATOR OR SELLER FROM ANY
OF THEIR DUTIES OR OBLIGATIONS WITH RESPECT TO ANY RECEIVABLES OR UNDER THE
RELATED CONTRACTS.
THE PURCHASERS SHALL HAVE NO OBLIGATION OR
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liability with respect to any Receivables or related Contracts, nor shall any of
them be obligated to perform the obligations of Seller.
SECTION 8.5
COLLATERAL REPORTS.
(A)
THE SERVICER SHALL PREPARE AND
FORWARD TO THE AGENT THE FOLLOWING COLLATERAL REPORTS IN RESPECT OF THE
RECEIVABLES (EACH, A "COLLATERAL REPORT") AT THE FOLLOWING TIMES:
(I)
ON THE THIRD TUESDAY OF EACH CALENDAR MONTH (OR, IF SUCH DATE IS
NOT A BUSINESS DAY, ON THE NEXT FOLLOWING BUSINESS DAY), SUCH COLLATERAL REPORT
(A "MONTHLY REPORT") TO BE SUBSTANTIALLY IN THE FORM OF EXHIBIT IX-A HERETO AND
TO RELATE TO THE CALENDAR MONTH THEN MOST RECENTLY ENDED,
(II)
ON EACH TUESDAY OF EACH CALENDAR WEEK (OR, IF SUCH DATE IS NOT A
BUSINESS DAY, ON THE NEXT FOLLOWING BUSINESS DAY), SUCH COLLATERAL REPORT (A
"WEEKLY REPORT") TO BE SUBSTANTIALLY IN THE FORM OF EXHIBIT IX-B HERETO AND TO
RELATE TO THE CALENDAR WEEK THEN MOST RECENTLY ENDED, AND
(III)
ON ANY BUSINESS DAY ON WHICH RATING LEVEL 6 SHALL THEN BE IN
EFFECT, SUCH COLLATERAL REPORT (A "DAILY REPORT") TO BE SUBSTANTIALLY IN THE
FORM OF EXHIBIT IX-C HERETO AND TO RELATE TO THE CALENDAR DAY OR DAYS SINCE THE
THEN MOST RECENTLY ISSUED COLLATERAL REPORT.
(B)
DURING THE TRANSITION PERIOD, EACH COLLATERAL REPORT SHALL SET
FORTH DETAILED PERFORMANCE INFORMATION WITH RESPECT TO ALL RECEIVABLES OTHER
THAN THE BAAN RECEIVABLES AND SHALL SET FORTH CERTAIN GENERAL INFORMATION AS TO
THE BAAN RECEIVABLES, AS MORE PARTICULARLY DESCRIBED IN THE FORMS OF COLLATERAL
REPORT ATTACHED HERETO.
The Servicer shall prepare and forward to the Agent, at such times as the Agent
shall request, a listing by Obligor of all Receivables together with an aging of
such Receivables.
SECTION 8.6
SERVICING FEES.
IN CONSIDERATION OF FLOWSERVE'S
AGREEMENT TO ACT AS SERVICER HEREUNDER, THE PURCHASERS HEREBY AGREE THAT, SO
LONG AS FLOWSERVE SHALL CONTINUE TO PERFORM AS SERVICER HEREUNDER, SELLER SHALL
PAY OVER TO FLOWSERVE A FEE (THE "SERVICING FEE") ON EACH SETTLEMENT DATE
(FEES), IN ARREARS, EQUAL TO 0.50% PER ANNUM OF THE AVERAGE NET RECEIVABLES
BALANCE DURING THE PERIOD FROM THE IMMEDIATELY PRECEDING SETTLEMENT DATE (FEES)
AS COMPENSATION FOR ITS SERVICING ACTIVITIES.
ARTICLE IX
AMORTIZATION EVENTS
SECTION 9.1
AMORTIZATION EVENTS.
THE OCCURRENCE OF ANY ONE OR MORE
OF THE FOLLOWING EVENTS SHALL CONSTITUTE AN AMORTIZATION EVENT:
(A)
ANY SELLER PARTY SHALL
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(I)
FAIL TO MAKE