Common use of Addition of Sellers Clause in Contracts

Addition of Sellers. ICP shall cause each Subsidiary of ICP which originates any right of such Subsidiary to payment, whether constituting an account, chattel paper, instrument, general intangible or otherwise, arising from the sale of goods, services or future services by such Subsidiary, to become a Seller hereunder immediately upon such entity becoming a Subsidiary and shall cause such Subsidiary to sell its accounts receivable and property of the types that constitute Related Assets hereunder to Buyer. ICP and each Person that will be added as a Subsidiary shall give to Buyer, the Trustee, the Rating Agencies and each Required Person not less than 30 days' prior written notice of the effective date of the addition of such Person as a Subsidiary. Once the notice has been given, the Receivables given by any Subsidiary of ICP as a Seller added to this Agreement pursuant to this section shall satisfy clause (n) of the definition of "Eligible Receivables" on the first Business Day following the expiration of the notice period (or such later date as may be specified in the notice) on which (i) the Required Persons have consented (if the Subsidiary is General or Coastline) or the Modification Condition has been satisfied (for any other Subsidiary), (ii) the Servicer shall have delivered to the Trustee a supplement to the Monthly Report then in effect as described in Section 3.5(e) of the Pooling Agreement and shall have confirmed in writing to the Trustee that the Seller Guaranty covers Obligations of such Subsidiary, (iii) such Subsidiary and the parties hereto shall have executed and delivered the agreements, instruments and other documents and the amendments or other modifications to the Transaction Documents, in form and substance reasonably satisfactory to Buyer, the Trustee and each Required Person, that Buyer, the Trustee or any Required Person reasonably determine are necessary or appropriate to effect the addition and (iv) shall have delivered such legal opinions as are in form and substance satisfactory to the Rating Agencies, each Required Person and the Trustee.

Addition of Sellers. ICP shall cause each Any Domestic Subsidiary of ICP which originates any right of such Subsidiary to payment, whether constituting an account, chattel paper, instrument, general intangible or otherwise, arising from the sale of goods, services or future services by such Subsidiary, to Xxxxxx may become a Seller hereunder immediately upon such entity becoming a Subsidiary and shall cause such Subsidiary to sell its accounts receivable and property of the types that constitute Related Assets hereunder to BuyerBuyer if (x) the last sentence of this Section applies or (y) the Modification Condition is satisfied with respect to such addition. ICP Xxxxxx and each Person such Domestic Subsidiary of Xxxxxx that will is proposed to be added as a Subsidiary Seller shall give to Buyer, the Trustee, Trustee and the Rating Agencies and each Required Person not less than 30 days' (or such shorter number of days as is acceptable to Trustee) prior written notice of the effective date of the addition of such Person Domestic Subsidiary as a SubsidiarySeller. Once the notice has been given, the Receivables given by any addition of a Domestic Subsidiary of ICP Xxxxxx as a Seller added to this Agreement pursuant to this section Section shall satisfy clause (n) of the definition of "Eligible Receivables" become effective on the first Business Day following the expiration of the notice period (or such later date as may be specified in the notice) on which (i) the Required Persons have consented (if the Subsidiary is General or Coastline) or the Modification Condition has been satisfied (for any other Subsidiary)satisfied, (ii) the Servicer shall have delivered to the Trustee a supplement to the Monthly Report then in effect as described in Section 3.5(e) of the Pooling Agreement Indenture and shall have confirmed in writing to the Trustee that the Seller Guaranty covers Obligations of such SubsidiarySeller, and (iii) such Domestic Subsidiary and the parties hereto shall have executed and delivered the agreements, instruments and other documents and the amendments or other modifications to the Transaction Documents, in form and substance reasonably satisfactory to BuyerBuyer and the Trustee, that Buyer or the Trustee and each Required Person, that Buyer, the Trustee or any Required Person reasonably determine determines are necessary or appropriate to effect the addition addition. The Modification Condition need not be satisfied as to any new Seller if (x) the new Seller is in the same line of business as one or more existing Sellers or a related line of business, (y) the aggregate Unpaid Balance of the new Seller's outstanding Receivables on the last Cut-Off Date prior to the day that it becomes a Seller is less than 5% of the aggregate Unpaid Balance of all Receivables on such Cut-Off Date and (ivz) shall no more than two other Persons have delivered such legal opinions as become Sellers during the preceding twelve months without satisfaction of the Modification Condition (or, if no outstanding Notes are in form and substance satisfactory to the Rating Agenciesrated, each Required Person and written approval of the Trustee). To the extent that Enteron may be considered a new Seller, the Modification Condition is deemed satisfied as to Enteron.

Addition of Sellers. ICP shall cause each Any Domestic Subsidiary of ICP which originates any right of such Subsidiary to payment, whether constituting an account, chattel paper, instrument, general intangible or otherwise, arising from the sale of goods, services or future services by such Subsidiary, to Big Flower may become a Seller hereunder immediately upon such entity becoming a Subsidiary and shall cause such Subsidiary to sell its accounts receivable and property of the types that constitute Related Assets hereunder to BuyerBuyer if (x) the last sentence of this Section applies or (y) the Modification Condition is satisfied with respect to such addition. ICP Big Flower and each Person such Domestic Subsidiary of Big Flower that will is proposed to be added as a Subsidiary Seller shall give to Buyer, the Trustee, Trustee and the Rating Agencies and each Required Person not less than 30 days' (or such shorter number of days as is acceptable to Trustee) prior written notice of the effective date of the addition of such Person Domestic Subsidiary as a SubsidiarySeller. Once the notice has been given, the Receivables given by any addition of a Domestic Subsidiary of ICP Big Flower as a Seller added to this Agreement pursuant to this section shall satisfy clause (n) of the definition of "Eligible Receivables" become effective on the first Business Day following the expiration of the notice period (or such later date as may be specified in the notice) on which (i) the Required Persons have consented (if the Subsidiary is General or Coastline) or the Modification Condition has been satisfied (for any other Subsidiary)satisfied, (ii) the Servicer shall have delivered to the Trustee a supplement to the Monthly Report then in effect as described in Section 3.5(e) of the Pooling Agreement and shall have confirmed in writing to the Trustee that the Seller Guaranty covers Obligations of such SubsidiarySeller, and (iii) such Domestic Subsidiary and the parties hereto shall have executed and delivered the agreements, instruments and other documents and the amendments or other modifications to the Transaction Documents, in form and substance reasonably satisfactory to BuyerBuyer and the Trustee, that Buyer or the Trustee and each Required Person, that Buyer, the Trustee or any Required Person reasonably determine determines are necessary or appropriate to effect the addition addition. The Modification Condition need not be satisfied as to any new Seller if (x) the new Seller is in the same line of business as one or more existing Sellers or a related line of business, (y) the aggregate Unpaid Balance of the new Seller's outstanding Receivables on the last Cut-Off Date prior to the day that it becomes a Seller is less than 5% of the aggregate Unpaid Balance of all Receivables on such Cut-Off Date and (ivz) shall no more than two other Persons have delivered such legal opinions as become Sellers during the preceding twelve months without satisfaction of the Modification Condition (or, if no outstanding Investor Certificates are in form and substance satisfactory to the Rating Agenciesrated, each Required Person and written approval of the Trustee).

Addition of Sellers. ICP shall cause each Subsidiary Upon (i) the satisfaction of ICP which originates any right the Rating Agency Condition, (ii) the delivery to Issuer (as assignee of Buyer) of a performance guaranty by ALS, in form and substance acceptable to the Control Party, guaranteeing the performance obligations of such Subsidiary to paymentof the Seller and (iii) with the prior written consent of the Control Party and the Noteholders representing 66 2/3% of the aggregate Outstanding Amount of the Notes in each instance, whether constituting an account, chattel paper, instrument, general intangible or otherwise, arising from the sale any Subsidiary of goods, services or future services by such Subsidiary, to Seller may become a Seller hereunder immediately upon such entity becoming and thereafter may sell to Buyer its Receivables, Equipment Loans, Related Security, Lockboxes, Bank Accounts and Proceeds. Each Subsidiary of a Subsidiary and shall cause such Subsidiary Seller that is proposed to sell its accounts receivable and property of the types that constitute Related Assets hereunder to Buyer. ICP and each Person that will be added as a Subsidiary Seller shall give to Buyer, each of the Trustee, the Rating Agencies Buyer and each Required Person all Third Party Financiers not less than 30 days' ten (10) Business Days’ prior written notice of the effective date of the addition of such Person the Subsidiary as a SubsidiarySeller. Once the notice has been given, the Receivables given by any addition of a Subsidiary of ICP Seller as a Seller added to this Agreement pursuant to this section shall satisfy clause (n) of the definition of "Eligible Receivables" become effective on the first Business Day following the expiration of the notice such ten (10) Business Day period (or such later date as may be specified in the notice) on which (i) the Required Persons have consented (if the Subsidiary is General or Coastline) or the Modification Condition has been satisfied (for any other Subsidiary), (ii) the Servicer shall have delivered to the Trustee a supplement to the Monthly Report then in effect as described in Section 3.5(e) of the Pooling Agreement and shall have confirmed in writing to the Trustee that the Seller Guaranty covers Obligations of such Subsidiary, (iii) such Subsidiary and the parties hereto shall have executed and delivered the agreements, instruments and other documents and the amendments or other modifications to the Transaction DocumentsDocuments (including financing statements, lien searches and opinions), in form and substance reasonably satisfactory to Buyer, each of the Trustee Buyer and each Required PersonThird Party Financiers, that Buyer, any of the Trustee or any Required Person foregoing reasonably determine determines are necessary or appropriate to effect the addition and (iv) shall have delivered such legal opinions as are in form and substance satisfactory to the Rating Agencies, each Required Person and the Trusteeaddition.