Actions Evidencing Purchases. (a) On or prior to the Restatement Date, the Originator (or Servicer, on behalf of the Originator) shall xxxx its records evidencing Receivables and Contracts in a form acceptable to Buyer, evidencing that the Receivables originated by the Originator have been transferred in accordance with this Agreement, and none of the Originator or Servicer shall change or remove such xxxx without the consent of Buyer and the Administrative Agent, as its assignee. In addition, the Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that Buyer or the Administrative Agent, as its assignee may request in order to perfect, protect or more fully evidence the purchases, sales and contributions hereunder, or to enable Buyer or the Administrative Agent, as its assignee to exercise or enforce any of their respective rights with respect to the Receivables and the Related Assets. Without limiting the generality of the foregoing, the Originator will upon the request of Buyer or its designee: (i) authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate to perfect the interests of Buyer and the Administrative Agent, as its assignee in the Receivables originated by the Originator and the Related Assets; and (ii) if an Event of Termination has occurred and is continuing, xxxx its master data processing records that evidence or list such Receivables and related Contracts with a legend, acceptable to Buyer and the Administrative Agent, as its assignee, evidencing that the related Receivables have been sold or contributed in accordance with this Agreement.
Actions Evidencing Purchases. (a) As of the date hereof, each Originator shall xxxx its master data processing records evidencing Receivables with a legend, reasonably acceptable to the SPV, evidencing that the Conveyed Receivables have been sold in accordance with this Agreement. In addition, each Originator agrees that from time to time, at its expense, it shall promptly execute and deliver all further instruments and documents, and take all further action, that the SPV or its assignee may reasonably request in order to perfect, protect or more fully evidence the purchases hereunder, or to enable the SPV or its assigns to exercise or enforce any of their respective rights with respect to the Conveyed Receivables and Related Assets. Without limiting the generality of the foregoing, each Originator shall, upon the request of the SPV or its designee; (i) execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate and (ii) xxxx conspicuously each Contract evidencing each Retained Receivable with a legend, acceptable to the SPV, evidencing that the related Retained Receivables have not been sold in accordance with this Agreement.
Actions Evidencing Purchases. (a) On or prior to the Closing Date, each Originator (or the Servicer, on behalf of such Originator) shall take all steps reasonably necessary to ensure that there shall be placed on each data processing report that it generates that is provided to a proposed investor or lender to evaluate the Receivables, a legend evidencing that the Pool Receivables have been transferred to the Seller in accordance with this Agreement and the Sale and Contribution Agreement and neither such Originator nor the Servicer shall change or remove such legend without the consent of the Transferee, the Seller, as the Transferee’s assignee and the Agent, as the Seller’s assignee (such consent not to be unreasonably withheld). In addition, each Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that the Transferee, the Seller, as the Transferee’s assignee, or the Agent, as the Seller’s assignee, may reasonably request in order to perfect, protect or more fully evidence the purchases and sales hereunder, or to enable the Transferee, the Seller, as the Transferee’s assignee or the Agent, as the Seller’s assignee, to exercise or enforce any of their respective rights with respect to the Receivables and the Related Rights sold by such Originator. Without limiting the generality of the foregoing, each Originator will upon the request of the Transferee or its designee: (i) authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate to perfect the interests of the Transferee, the Seller, as the Transferee’s assignee and the Agent, as the Seller’s assignee, in the Receivables and the Related Rights sold by such Originator; and (ii) upon and after the occurrence of an Event of Default, mark conspicuously each Contract (or such Originator’s records with respect to such Contract) relating to each Receivable with a legend, reasonably acceptable to the Transferee, the Seller, as the Transferee’s assignee and the Agent, as the Seller’s assignee, evidencing that the related Receivables have been sold in accordance with this Agreement.
Actions Evidencing Purchases. (a) Except with respect to Equipment with an aggregate invoiced cost of $25,000 or less, the Originator agrees that from time to time, at its expense, it shall promptly execute and deliver all further instruments and documents, and take all further action that the Depositor, its assignee or transferee may reasonably request in order to perfect, protect or more fully evidence the purchases hereunder. Without limiting the generality of the foregoing and in addition to the requirements of Section 2.2(b), the Originator shall, upon the request of the Depositor, its assignee or transferee execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate.
Actions Evidencing Purchases. (a) On or prior to the Initial Funding Date, Originator shall xxxx its master data processing records evidencing Receivables with a legend, acceptable to Buyer, evidencing that the Receivables have been sold in accordance with this Agreement. In addition, Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action, that Buyer or its assignee may reasonably request in order to perfect, protect or more fully evidence the purchases hereunder, or to enable Buyer or its assigns to exercise or enforce any of their respective rights with respect to the Receivables. Without limiting the generality of the foregoing, Originator hereby authorizes Buyer and its designee to file, and (to the extent necessary under applicable laws) will upon the request of Buyer or its designee execute and file, such financing or continuation statements, or amendments thereto or assignments thereof.
Actions Evidencing Purchases. (a) On or prior to the Closing Date and on each Purchase Date thereafter, the Originator shall xxxx its master data processing records evidencing Receivables and Contracts with a legend evidencing that the Receivables and related Equipment which were sold or contributed hereunder on such day have been sold or contributed in accordance with this Agreement. In addition, the Originator agrees that from time to time, at its expense, it shall promptly execute and deliver all further instruments and documents, and take all further action that the SPV or its assignee may reasonably request in order to perfect, protect or more fully evidence the purchases hereunder. Without limiting the generality of the foregoing, the Originator shall, upon the request of the SPV or its assignee, execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate.
Actions Evidencing Purchases. (a) On or prior to the Closing Date, each Originator (or Master Servicer, on behalf of Originators) shall xxxx its records evidencing Receivables and Contracts in a form acceptable to Buyer, evidencing that the Receivables have been transferred in accordance with this Agreement and none of the Originators or Master Servicer shall change or remove such xxxx without the consent of Buyer and its assignee. In addition, each Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that Buyer or its assignee may request in order to perfect, protect or more fully evidence the purchases, sales and contributions hereunder, or to enable Buyer or its assigns to exercise or enforce any of their respective rights with respect to the Receivables and the Related Assets. Without limiting the generality of the foregoing, each Originator will upon the request of Buyer or its designee: (i) authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate; and (ii) upon and after the occurrence of an Event of Termination or an Unmatured Event of Termination, xxxx conspicuously each Contract evidencing each Receivable with a legend, acceptable to Buyer, evidencing that the related Receivables have been sold or contributed in accordance with this Agreement.
Actions Evidencing Purchases. (a) Each Originator hereby authorizes the Company, the Administrative Agent or their respective designees to file one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Pool Assets and the Related Assets now existing or hereafter arising in the name of such Originator.
Actions Evidencing Purchases. (a) On or prior to the Initial Transfer Date, Originator shall xxxx its master data processing records evidencing Receivables and Contracts with a legend, acceptable to Buyer and Agent, evidencing that the Receivables have been sold or contributed, as applicable, in accordance with this Agreement and neither Originator nor Servicer shall change or remove such notation without the consent of Buyer and Agent (acting with the consent, or at the direction of, each of the Purchaser Agents). In addition, Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that Buyer or its assignee may request in order to perfect, protect or more fully evidence the purchases, sales and contributions hereunder, or to enable Buyer or its assigns to exercise or enforce any of their respective rights with respect to the Receivables and the Related Assets. Without limiting the generality of the foregoing, Originator will upon the request of Buyer or its assignee: (i) authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate; and (ii) upon and after the occurrence of an Event of Default, xxxx conspicuously each Contract evidencing each Receivable with a legend, acceptable to Buyer and Agent, evidencing that the related Receivables have been sold or contributed in accordance with this Agreement.
Actions Evidencing Purchases. (a) On or prior to the Closing Date, each Originator shall xxxx its master data processing records evidencing (i) Receivables and (ii) Contracts with a legend, acceptable to United Receivables I, evidencing that the Receivables have been sold in accordance with this Agreement. In addition, each Originator agrees that from time to time, at its expense, it shall promptly upon request by United Receivables I, to the extent permitted by applicable law, do, execute, acknowledge, deliver, record, re-record, file, re-file, register and re-register, any and all further acts, deeds, conveyances, security agreements, assignments, financing statements and continuations thereof, termination statements, notices of assignment, transfers, certificates, assurances and other instruments that United Receivables I may reasonably request from time to time in order (i) to carry out more effectively the purposes of this Agreement or any other Transaction Document, (ii) to subject to the liens created by any of the Transaction Documents any of the properties, rights or interests covered or purported to be covered by such liens, (iii) to perfect and maintain the validity, effectiveness and priority of such liens, (iv) to better assure, convey, grant, assign, transfer, preserve, protect and confirm to United Receivables I the rights granted or now or hereafter intended to be granted thereto under any Transaction Document and (v) to perfect, protect or more fully evidence the purchases hereunder, or to enable United Receivables I or its assigns to exercise or enforce any of their respective rights with respect to the Transferred Assets. In addition to the above, at any time when a Termination Event has occurred and is continuing, each Originator shall, upon the request of the Agent, comply fully with the Federal Assignment of Claims Act and other similar Laws with respect to any assignment or subsequent reassignment of the Receivables.
