Common use of Actions Evidencing Purchases Clause in Contracts

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) On or prior to the Restatement Closing 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) On or prior to the Restatement Initial Purchase Date, the each Originator (or Servicer, on behalf of the Originator) shall xxxx its master data processing records evidencing Receivables and Contracts in with a form legend, acceptable to Buyerthe SPV, evidencing that the Conveyed Receivables originated by the Originator have been transferred sold 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 each Originator agrees that from time to time, at its expense, it will shall promptly execute and deliver all further instruments and documents, and take all further action action, that Buyer the SPV or the Administrative Agent, as its assignee may reasonably request in order to perfect, protect or more fully evidence the purchases, sales and contributions purchases hereunder, or to enable Buyer the SPV or the Administrative Agent, as its assignee assigns to exercise or enforce any of their respective rights with respect to the Conveyed Receivables and the Related Assets. Without limiting the generality of the foregoing, the each Originator will shall, upon the request of Buyer the SPV or its designee: , (i) authorize 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 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 during the continuation of a Termination Event of Termination has occurred and is continuing, xxxx its master data processing records that evidence or list such Receivables and related Contracts conspicuously each Contract evidencing each Retained Receivable with a legend, acceptable to Buyer and the Administrative Agent, as its assigneeSPV, evidencing that the related Retained Receivables have not been sold or contributed in accordance with this AgreementAgreement (it being understood that such Contracts shall only be required to be marked after being created and not at the time of execution with the applicable Obligor).

Actions Evidencing Purchases. (a) On or prior to the Restatement Closing Date, the Originator Seller (or Servicer, on behalf of the OriginatorSeller) shall xxxx mxxx its records evidencing Receivables and Contracts in a form reasonably acceptable to Buyerthe Administrative Agent, evidencing that the Receivables originated acquired by the Originator Seller have been transferred in accordance with this Agreement, and none of the Originator Originators or Initial Servicer shall change or remove such xxxx mxxx without the consent of Buyer and the Administrative Agent, as its assignee. In addition, the Originator Seller 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 Buyer, the Seller or the Administrative Agent, as its assignee assignee, may reasonably request in order to perfect, protect or more fully evidence the purchases, sales purchases and contributions Conveyances hereunder, or to enable Buyer Buyer, the Seller or the Administrative Agent, as its assignee 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 Seller will upon the request of Buyer or its designeethe Administrative Agent: (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 Buyer, Seller and the Administrative Agent, as its assignee assignee, in the Receivables originated acquired by the Originator Seller 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 mxxx conspicuously each Contract evidencing each Receivable acquired by Seller with a legend, reasonably acceptable to Buyer and the Administrative Agent, as its assignee, Agent evidencing that the related Receivables have been sold or contributed Conveyed in accordance with this Agreement.

Actions Evidencing Purchases. (a) On or prior to the Restatement Closing Date, the each Originator (or Servicer, on behalf of the such Originator) shall xxxx its records evidencing Receivables and Contracts in a form reasonably acceptable to Buyerthe Administrative Agent, evidencing that the Receivables originated by the such Originator have been transferred in whole or in part to the Borrower in accordance with this Agreement, and none of the Originator Originators or Initial Servicer shall change or remove such xxxx without the consent of Buyer and the Administrative Agent, as its assignee. In addition, the 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 Borrower or the Administrative Agent, as its assignee assignee, may reasonably request in order to perfect, protect perfect or more fully evidence the purchases, sales and contributions hereunder, or to enable Buyer Borrower or the Administrative Agent, as its assignee assignee, to exercise or enforce any of their respective rights with respect to the Transferred Receivables and the Related Assets. Without limiting the generality of the foregoing, the each Originator will will, upon the request of Buyer Borrower or its designeethe Administrative Agent: (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 Borrower and the Administrative Agent, as its assignee assignee, in the Transferred Receivables originated by the such Originator and the Related Assets; and (ii) if an Initial Servicer Default or an Event of Termination Default has occurred and is continuing, xxxx its master data processing records that evidence or list conspicuously at the Administrative Agent’s request each Contract evidencing each Receivable originated by such Receivables and related Contracts Originator with a legend, reasonably acceptable to Buyer and the Administrative Agent, as its assignee, Agent evidencing that the related Receivables have been or may have been sold or contributed in accordance with this Agreement.

Actions Evidencing Purchases. (a) On or prior to the Restatement Closing Date, the each Originator (or Servicer, on behalf of the OriginatorOriginators) shall xxxx its will maintain and implement administrative and operating procedures (including (i) an ability to recreate records evidencing Receivables Receivables, the Related Rights and related Contracts in a form acceptable the event of the destruction of the originals thereof and (ii) procedures to Buyer, evidencing that the Receivables originated by the Originator have been transferred in accordance identify and track sales with this Agreementrespect to, and none collections on, Excluded Receivables), and keep and maintain all documents, books, records, computer tapes and disks and other information reasonably necessary or advisable for the collection of the Originator or Servicer shall change or remove such xxxx without the consent of Buyer all Receivables, Related Rights and the Administrative Agentidentification and reporting of all Excluded Receivables (including records adequate to permit the reasonably prompt identification of each Receivable, as its assigneeRelated Rights and Excluded Receivable and all Collections of and adjustments to each existing Receivable, Related Rights and Excluded Receivable). In addition, the 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 the Administrative Agent, as its assignee may reasonably 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 AssetsRights. Without limiting the generality of the foregoing, the each Originator will upon the request of Buyer or its designee: (i) designee 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 AgreementRights.

Actions Evidencing Purchases. (a) On or prior to and following the Restatement Closing Date, each Originator and the Originator (or Servicer, on behalf of the Originator) Servicer shall xxxx its accounting records evidencing Receivables and Contracts in a form acceptable to Related Buyer, the Collateral Agent and the Administrative Agents, evidencing that the Receivables originated by the Originator have been transferred to the Related Buyer in accordance with this Agreement, and none of the Originator Originators or Servicer shall change or remove such xxxx without the consent of Buyer the Buyers, the Collateral Agent and the each Administrative Agent, as its assignee. In addition, the 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 the Administrative Buyers, the Collateral Agent, as its assignee any Administrative Agent or any of their respective designees may reasonably request in order to perfect, protect or more fully evidence the purchases, sales and contributions hereunder, or to enable Buyer or the Buyers, the Collateral Agent and the Administrative Agent, as its assignee Agents 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 each Originator will upon the request of Buyer the Buyers, the Collateral Agent or its designeeany Administrative Agent: (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 Assetsappropriate; and (ii) if at any time during the continuance of an Event of Termination has occurred and is continuingTermination, Collection Control Event or Non-Reinvestment Event, 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 Pool Receivables have been sold or contributed in accordance with this Agreement.

Actions Evidencing Purchases. (a) On or prior to the Restatement Closing Date, the each Originator (or Servicer, on behalf of the such Originator) shall xxxx mxxx its records evidencing Receivables and Contracts in a form reasonably acceptable to Buyerthe Administrative Agent, evidencing that the Receivables originated by the such Originator have been transferred in accordance with this Agreement, and none of the Originator Originators or Initial Servicer shall change or remove such xxxx mxxx without the consent of Buyer and the Administrative Agent, as its assignee. In addition, the 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 Buyer, the Seller or the Administrative Agent, as its assignee assignee, may reasonably request in order to perfect, protect or more fully evidence the purchases, sales purchases and contributions Conveyances hereunder, or to enable Buyer Buyer, the Seller or the Administrative Agent, as its assignee 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 each Originator will upon the request of Buyer or its designeethe Administrative Agent: (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 Buyer, Seller and the Administrative Agent, as its assignee assignee, in the Receivables originated by the such 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 mxxx conspicuously each Contract evidencing each Receivable originated by such Receivables and related Contracts Originator with a legend, reasonably acceptable to Buyer and the Administrative Agent, as its assignee, Agent evidencing that the related Receivables have been sold or contributed Conveyed in accordance with this Agreement.

Actions Evidencing Purchases. (a) On or prior to the Restatement Funding Date, the Originator Seller (or Servicer, on behalf of the OriginatorSeller) shall xxxx its records evidencing Receivables and Contracts in a form reasonably acceptable to Buyerthe Administrative Agent, evidencing that the Receivables originated acquired by the Originator Seller have been transferred in accordance with this Agreement, and none of the Originator Originators or Initial Servicer shall change or remove such xxxx without the consent of Buyer and the Administrative Agent, as its assignee. In addition, the Originator Seller 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 Buyer, the Borrower or the Administrative Agent, as its assignee assignee, may reasonably request in order to perfect, protect or more fully evidence the purchases, sales purchases and contributions Conveyances hereunder, or to enable Buyer Buyer, the Borrower or the Administrative Agent, as its assignee 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 Seller will upon the request of Buyer or its designeethe Administrative Agent: (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 Buyer, Borrower and the Administrative Agent, as its assignee assignee, in the Receivables originated acquired by the Originator Seller 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 conspicuously each Contract evidencing each Receivable acquired by Seller with a legend, reasonably acceptable to Buyer and the Administrative Agent, as its assignee, Agent evidencing that the related Receivables have been sold or contributed Conveyed in accordance with this Agreement.

Actions Evidencing Purchases. (a) On or prior to the Restatement Closing Date, the each Originator (or Servicer, on behalf of the such Originator) shall xxxx its records evidencing Receivables and Contracts in a form reasonably acceptable to Buyerthe Administrative Agent, evidencing that the Receivables originated by the such Originator have been transferred in accordance with this Agreement, and none of the Originator Originators or Initial Servicer shall change or remove such xxxx without the consent of Buyer and the Administrative Agent, as its assignee. In addition, the 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 the Administrative Agent, as its assignee assignee, may reasonably 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 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 each Originator will upon the request of Buyer or its designeethe Administrative Agent: (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 Buyer, Borrower and the Administrative Agent, as its assignee assignee, in the Receivables originated by the such Originator and the Related Assets; and (ii) if a Servicer Default or an Event of Termination Default has occurred and is continuing, xxxx its master data processing records that evidence or list conspicuously each Contract evidencing each Receivable originated by such Receivables and related Contracts Originator with a legend, reasonably acceptable to Buyer and the Administrative Agent, as its assignee, 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 Restatement Date, the each Originator (or Servicer, on behalf of the such Originator) shall xxxx its records evidencing Receivables and Contracts in a form acceptable to Buyer, evidencing that the Receivables originated by the such Originator have been transferred in accordance with this Agreement, and none of the Originator Originators or Servicer shall change or remove such xxxx without the consent of Buyer and the Administrative Agent, as its assignee. In addition, the 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 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 each Originator will upon the request of Buyer or its designee: (i) authorize and file such financing or continuation statements, or 7 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 such 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) On or prior to the Restatement Closing Date, the Originator Seller (or Servicer, on behalf of the OriginatorSeller) shall xxxx mxxx its records evidencing Receivables and Contracts in a form reasonably acceptable to Buyerthe Administrative Agent, evidencing that the Receivables originated acquired by the Originator Seller have been transferred in accordance with this Agreement, and none of the Originator Seller or Initial Servicer shall change or remove such xxxx mxxx without the consent of Buyer and the Administrative Agent, as its assignee. In addition, the Originator Seller 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 assignee, may reasonably 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 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 Seller will upon the request of Buyer or its designeethe Administrative Agent: (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 assignee, in the Receivables originated acquired by the Originator Seller and the Related Assets; and (ii) if a Servicer Default or an Event of Termination Default has occurred and is continuing, xxxx its master data processing records that evidence or list such Receivables and related Contracts mxxx conspicuously each Contract evidencing each Receivable acquired by the Seller with a legend, reasonably acceptable to Buyer and the Administrative Agent, as its assignee, 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 Restatement Closing Date, the each Originator (or Servicer, on behalf of the such Originator) shall xxxx its records evidencing Receivables and Contracts in a form reasonably acceptable to Buyer, evidencing that the Receivables originated by the such Originator have been transferred in accordance with this Agreement, and none of the Originator Originators or Servicer shall change or remove such xxxx without the consent of Buyer and the Administrative Agent, as its assignee. In addition, the 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 the Administrative Agent, as its assignee assignee, may reasonably 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 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 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 to perfect the interests of Buyer and the Administrative Agent, as its assignee assignee, in the Receivables originated by the such Originator and the Related Assets; and (ii) if an Event of Termination Default has occurred and is continuing, xxxx its master data processing records that evidence or list conspicuously each Contract evidencing each Receivable originated by such Receivables and related Contracts Originator with a legend, reasonably 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) On or prior to the Restatement Date, the each Originator (or Servicer, on behalf of the such Originator) shall xxxx its records evidencing Receivables and Contracts in a form acceptable to Buyer, evidencing that the Receivables originated by the such Originator have been transferred in accordance with this Agreement, and none of the Originator Originators or Servicer shall change or remove such xxxx without the consent of Buyer and the Administrative Agent, as its assignee. In addition, the 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 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 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 to perfect the interests of Buyer and the Administrative Agent, as its assignee in the Receivables originated by the such 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) On or prior to the Restatement Funding Date, the each Originator (or Servicer, on behalf of the such Originator) shall xxxx its records evidencing Receivables and Contracts in a form reasonably acceptable to Buyerthe Administrative Agent, evidencing that the Receivables originated by the such Originator have been transferred in accordance with this Agreement, and none of the Originator Originators or Initial Servicer shall change or remove such xxxx without the consent of Buyer and the Administrative Agent, as its assignee. In addition, the 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 Buyer, the Borrower or the Administrative Agent, as its assignee assignee, may reasonably request in order to perfect, protect or more fully evidence the purchases, sales purchases and contributions Conveyances hereunder, or to enable Buyer Buyer, the Borrower or the Administrative Agent, as its assignee 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 each Originator will upon the request of Buyer or its designeethe Administrative Agent: (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 Buyer, Borrower and the Administrative Agent, as its assignee assignee, in the Receivables originated by the such 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 conspicuously each Contract evidencing each Receivable originated by such Receivables and related Contracts Originator with a legend, reasonably acceptable to Buyer and the Administrative Agent, as its assignee, Agent evidencing that the related Receivables have been sold or contributed Conveyed in accordance with this Agreement.