Actions Evidencing Purchases. (a) On or prior to the Restatement Date, each Originator (or Servicer, on behalf of such Originator) shall xxxx its records evidencing Receivables and Contracts in a form acceptable to Buyer, evidencing that the Receivables originated by such Originator have been transferred in accordance with this Agreement, and none of the Originators or Servicer shall change or remove such xxxx without the consent of Buyer and the Administrative Agent, as 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 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, 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 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. (b) Each Originator hereby authorizes Buyer or its designee (i) to file in the name of such Originator one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Receivables originated by such Originator and the Related Assets now existing or hereafter arising and (ii) to the extent permitted by the Receivables Purchase Agreement, to notify Obligors of the assignment of the Receivables originated by such Originator and the Related Assets. (c) Without limiting the generality of Section 3.3(a), each Originator shall: authorize and deliver and file or cause to be filed appropriate continuation statements, not earlier than six months and not later than one month prior to the fifth anniversary of the date of filing of the financing statements filed in connection with the Restatement Date or any other financing statement filed pursuant to this Agreement, if the Final Payout Date shall not have occurred.
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Actions Evidencing Purchases. (a) On or prior to the Restatement Initial Transfer Date, each Originator (or Servicer, on behalf of such Originator) Seller shall xxxx its master data processing records evidencing Receivables and related Contracts in with a form legend, acceptable to BuyerBuyer and the Administrative Agent, evidencing that the Receivables originated by such Originator have been transferred in accordance with this Agreement, Agreement and none of the Originators or other Transaction Documents and neither Seller nor the Servicer shall change or remove such xxxx notation without the consent of Buyer and the Administrative Agent, as its assignee. In addition, each 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 assigns 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 assigns to exercise or enforce any of their respective rights with respect to the Receivables and the Related AssetsSecurity conveyed hereunder. Without limiting the generality of the foregoing, each Originator Seller will upon the request of Buyer or its designeeassigns: (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 such Originator and the Related Assetsappropriate; and (ii) if upon and after the occurrence of an Event of Termination has occurred and is continuingAmortization Event, xxxx its master data processing records that evidence or list such Receivables and related Contracts conspicuously each Contract evidencing each Receivable conveyed by it hereunder with a legend, acceptable to Buyer and the Administrative Agent, as its assignee, evidencing that the related Receivables have been sold or contributed transferred in accordance with this AgreementAgreement and the other Transaction Documents.
(b) Each Originator Seller hereby authorizes Buyer Buyer, its assignees or its their respective designee (i) to file in the name of such Originator one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Receivables originated by such Originator and the Related Assets Security now existing or hereafter arising in the name of Seller and (ii) to the extent permitted by the Receivables Purchase Credit and Security Agreement, to notify Obligors of the assignment of the Receivables originated by such Originator and the Related AssetsSecurity.
(c) Without limiting the generality of Section 3.3(asubsection (a), each Originator shall: authorize and deliver and Seller hereby authorizes Buyer, its assignees or their respective designee to file or cause to be filed appropriate continuation statements, not earlier than six months and not later than one month statements prior to the fifth anniversary of the date of filing of the financing statements filed in connection with the Restatement Initial Transfer Date or any other financing statement filed pursuant to this AgreementAgreement or the Credit and Security Agreement for so long as such agreements remain in effect, if until the Final Payout Facility Termination Date shall not have occurredoccurred and the related Liquidation Period has ended.
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Samples: Purchase and Contribution Agreement (Martin Marietta Materials Inc)
Actions Evidencing Purchases. (a) On or prior to the Restatement Date, each the Originator (or Servicer, on behalf of such the Originator) shall xxxx its records evidencing Receivables and Contracts in a form acceptable to Buyer, evidencing that the Receivables originated by such the Originator have been transferred in accordance with this Agreement, and none of the Originators Originator or Servicer shall change or remove such xxxx without the consent of Buyer and the Administrative Agent, as its assignee. In addition, each 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, each 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 such 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.
(b) Each Originator hereby authorizes Buyer or its designee (i) to file in the name of such Originator one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Receivables originated by such Originator and the Related Assets now existing or hereafter arising and (ii) to the extent permitted by the Receivables Purchase Agreement, to notify Obligors of the assignment of the Receivables originated by such Originator and the Related Assets.
(c) Without limiting the generality of Section 3.3(a), each Originator shall: authorize and deliver and file or cause to be filed appropriate continuation statements, not earlier than six months and not later than one month prior to the fifth anniversary of the date of filing of the financing statements filed in connection with the Restatement Date or any other financing statement filed pursuant to this Agreement, if the Final Payout Date shall not have occurred.
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Samples: Receivables Purchase Agreement (OUTFRONT Media Inc.)
Actions Evidencing Purchases. (a) On or prior to the Restatement Date, each Originator (or Servicer, on behalf of such Originator) shall xxxx its records evidencing Receivables and Contracts in a form acceptable to Buyer, evidencing that the Receivables originated by such Originator have been transferred in accordance with this Agreement, and none of the Originators or Servicer shall change or remove such xxxx without the consent of Buyer and the Administrative Agent, as 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 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, 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 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.
(b) Each Originator hereby authorizes Buyer or its designee (i) to file in the name of such Originator one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Receivables originated by such Originator and the Related Assets now existing or hereafter arising and (ii) to the extent permitted by the Receivables Purchase Agreement, to notify Obligors of the assignment of the Receivables originated by such Originator and the Related Assets.
(c) Without limiting the generality of Section 3.3(a), each Originator shall: authorize and deliver and file or cause to be filed appropriate continuation statements, not earlier than six months and not later than one month prior to the fifth anniversary of the date of filing of the financing statements filed in connection with the Restatement Date or any other financing statement filed pursuant to this Agreement, if the Final Payout Date shall not have occurred.
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Samples: Receivables Purchase Agreement (OUTFRONT Media Inc.)