Common use of Actions Evidencing Purchases Clause in Contracts

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) 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 xxxx 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) On or prior to the Closing Date, each Originator the Transferor (or the Servicer, on behalf of such Originatorthe Transferor) 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 Transferee in accordance with this Agreement and neither the Sale and Contribution Agreement and neither such Originator Transferor nor the Servicer shall change or remove such legend without the consent of the Transferee, the Seller, as the Transferee’s assignee Transferee and the Agent, as the Seller’s its assignee (such consent not to be unreasonably withheld). In addition, each Originator the Transferor 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, Transferee or the Agent, as the Seller’s its assignee, may reasonably request in order to perfect, protect or more fully evidence the purchases purchases, sales and sales contributions hereunder, or to enable the Transferee, the Seller, as the Transferee’s assignee Transferee or the Agent, as the Seller’s its assignee, to exercise or enforce any of their respective rights with respect to the Receivables and the Related Rights sold by such OriginatorRights. Without limiting the generality of the foregoing, each Originator the Transferor 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 Transferee and the Agent, as the Seller’s its assignee, in the Receivables and the Related Rights sold by such OriginatorRights; and (ii) upon and after the occurrence of an Event of Default, mark xxxx conspicuously each Contract (or such Originatorthe Transferor’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 Transferee and the Agent, as the Seller’s 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 Closing Date, each Originator the Transferor (or the Servicer, on behalf of such Originatorthe Transferor) 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 Transferee in accordance with this Agreement and neither the Sale and Contribution Agreement and neither such Originator Transferor nor the Servicer shall change or remove such legend without the consent of the Transferee, the Seller, as the Transferee’s assignee Transferee and the Agent, as the Seller’s its assignee (such consent not to be unreasonably withheld). In addition, each Originator the Transferor 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, Transferee or the Agent, as the Seller’s its assignee, may reasonably request in order to perfect, protect or more fully evidence the purchases purchases, sales and sales contributions hereunder, or to enable the Transferee, the Seller, as the Transferee’s assignee Transferee or the Agent, as the Seller’s its assignee, to exercise or enforce any of their respective rights with respect to the Receivables and the Related Rights sold by such OriginatorRights. Without limiting the generality of the foregoing, each Originator the Transferor 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 Transferee and the Agent, as the Seller’s its assignee, in the Receivables and the Related Rights sold by such OriginatorRights; and (ii) upon and after the occurrence of an Event of Default, mark conspicuously each Contract (or such Originatorthe Transferor’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 Transferee and the Agent, as the Seller’s 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 Closing Date, each Originator (or the Servicer, on behalf of such OriginatorOriginators) 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 purchaser or lender to evaluate the Receivables, a legend evidencing that the Pool Receivables have been transferred to the Seller Buyer in accordance with this Agreement and none of the Sale and Contribution Agreement and neither such Originator nor the Originators or Servicer shall change or remove such legend without the consent of the Transferee, the Seller, as the Transferee’s assignee Buyer and the Administrative Agent, as the Seller’s assignee (such consent not to be unreasonably withheld)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 the Transferee, the Seller, as the Transferee’s assignee, Buyer or the Administrative Agent, as the Seller’s assignee, its assignee may reasonably request in order to perfect, protect or more fully evidence the purchases purchases, sales and sales contributions hereunder, or to enable the Transferee, the Seller, as the Transferee’s assignee Buyer or the Administrative Agent, as the Seller’s assignee, its assignee to exercise or enforce any of their respective rights with respect to the Receivables and the Related Rights sold Rights; provided, however, that unless requested by such Originatorthe Administrative Agent, and subject to the receipt of any consent required by the CPUC, following the occurrence of an Event of Default or a Termination Event, no filings under the Federal Assignment of Claims Act (or any other similar Applicable Law) with respect to Government Receivables shall be required to be made. Without limiting the generality of the foregoing, each Originator will upon the request of the Transferee 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 the Transferee, the Seller, as the Transferee’s assignee Buyer and the Administrative Agent, as the Seller’s assignee, its assignee in the Receivables and the Related Rights sold by such OriginatorRights; and (ii) upon and after the occurrence of an Event of Default, mark an Unmatured Event of Default, a Termination Event or an Unmatured Termination Event, xxxx conspicuously each Contract (or such Originator’s records with respect to such Contract) relating to evidencing each Receivable with a legend, reasonably acceptable to the Transferee, the Seller, as the Transferee’s assignee Buyer and the Administrative Agent, as the Seller’s its assignee, evidencing that the related Receivables have been sold or contributed in accordance with this Agreement.