Additional Originators. Additional Persons may be added as Originators hereunder, with the prior written consent of the Buyer, the Administrative Agent and each Lender (which consents may be granted or withheld in their sole discretion); provided that the following conditions are satisfied or waived in writing by the Administrative Agent and each Lender on or before the date of such addition:
(a) the Servicer shall have given the Buyer, the Administrative Agent and each Lender at least thirty (30) days’ prior written notice of such proposed addition and the identity of the proposed additional Originator and shall have provided such other information with respect to such proposed additional Originator as the Buyer, the Administrative Agent or any Lender may reasonably request;
(b) such proposed additional Originator shall have executed and delivered to the Buyer, the Administrative Agent and each Lender an agreement substantially in the form attached hereto as Exhibit C (a “Joinder Agreement”);
(c) such proposed additional Originator shall have delivered to the Buyer, the Administrative Agent (as the Buyer’s assignee) and each Lender each of the documents with respect to such Originator described in Section 4.1, in each case in form and substance satisfactory to the Buyer, the Administrative Agent (as the Buyer’s assignee) and each Lender;
(d) no Termination Event or Unmatured Termination Event shall have occurred and be continuing; and
(e) no Event of Default or Unmatured Event of Default shall have occurred and be continuing.
Additional Originators. The Originators may request that one or more Persons that is a direct or indirect subsidiary of Verizon from time to time join this Agreement as an additional Originator (each, an “Additional Originator”) by delivering to the Depositor:
(i) an executed Originator Joinder Agreement substantially in the form of Exhibit B hereto;
(ii) a certificate of the Secretary or Assistant Secretary of such Additional Originator certifying (i) the resolutions of its governing body approving each Transaction Document to which it is a party, (ii) the name, signature, and authority of each officer who executes on its behalf a Transaction Document, (iii) its organizational documents certified by the Secretary of State or other appropriate official of its jurisdiction of organization, and (iv) a good standing certificate for such Additional Originator issued by the Secretary of State of the jurisdiction of its organization (or such other evidence of good standing as the Depositor may agree to accept);
(iii) a certificate of an authorized officer of such Additional Originator to the effect that (i) the representations and warranties contained in the Transaction Documents to which it is a party (as from time to time amended, supplemented or modified) are true and correct; (ii) it is in compliance in all material respects with its covenants and agreements contained in this Agreement and the other Transaction Documents to which it is a party; and (iii) this Agreement and the other Transaction Documents to which it is a party have been duly authorized, executed and delivered by it pursuant to its limited liability company, corporate or partnership powers, as applicable, and assuming such Transaction Documents have been duly executed by each other party thereto, such agreements constitute its legal, valid and binding obligation enforceable against it in accordance with their respective terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, receivership, conservatorship or other similar Laws affecting creditors’ rights generally or by general principles of equity;
(iv) all instruments and other documents (including UCC-1 financing statements) required, to perfect the Depositor’s first priority ownership interest in the Receivables transferred by such Additional Originator and Collections with respect thereto contemplated by this Agreement in all appropriate jurisdictions;
(v) UCC search reports with respect to the Additi...
Additional Originators. Huntsman International may admit as an ---------------------- Originator under this Agreement any member of the Huntsman Group, provided such member is formed or organized in a State of the United States of America (such party or parties shall be referred to as an "Additional Originator") and such --------------------- member is a wholly-owned Subsidiary (directly or indirectly) of Huntsman International. The admission of such Additional Originator shall be subject to the following conditions:
(a) the Company shall receive the documents and information specified in Section 3.01 (other than the documents and information referred to ------------ in clauses (e)(ii), (f) and (k)) in respect of the Additional Originator, each in form and substance satisfactory to the Company where reference to the "Effective Date" shall be the date of admission as an Additional Originator;
(b) the Additional Contributor shall execute and deliver to the Company a duly completed agreement as set out in Schedule 7 (the "Admission of ---------- ------------ Additional Originator"); ---------------------
(c) the consent of the Funding Agents shall have been obtained;
(d) the Rating Agency Condition shall have been satisfied;
(e) receipt by the Trustee and the Funding Agent and any agent for the Certificateholders of a certificate from the Master Servicer certifying that after giving effect to the addition of such Additional Originator, the Aggregate Allocated Receivables Amount shall equal the Aggregate Target Receivables Amount on the date of such admission; and
(f) the Trustee shall have established on or more Collection Accounts and executed a Collection Account Agreement with respect to the Collections received on the Receivables to be sold by such Additional Originator and contributed by the Company to the Trust; provided, that satisfaction of the Rating Agency Condition shall not be a condition precedent to admission as an Additional Originator if:
(i) Huntsman International provides the Trustee with an Officer's certificate certifying that such Additional Originator is in the same line of business as the existing Originators; and
(ii) immediately prior to giving effect to such addition, the ratio (expressed as a percentage) of (I) the aggregate Principal Amount of what would constitute all Eligible Receivables of such requesting Additional Originator at the end of the immediately preceding Business Day if it were an Additional Originator plus the aggregate Principal Amount of...
Additional Originators. Seller may designate additional Persons as Originators under this Agreement by an amendment to this Agreement and if Buyer is permitted to consent to such designation under the Trust Receivables Purchase Agreement or Transfer Agreement, as applicable.
Additional Originators. Additional Persons may be added as Originators hereunder, with the consent of the Company and the Administrator, provided that the following conditions are satisfied on or before the date of such addition:
(a) The Servicer shall have given the Administrator and the Company at least thirty days prior written notice of such proposed addition and the identity of the proposed additional Originator and shall have provided such other information with respect to such proposed additional Originator as the Administrator may reasonably request;
(b) such proposed additional Originator has executed and delivered to the Company and the Administrator an agreement substantially in the form attached hereto as Exhibit D (a “Joinder Agreement”);
(c) such proposed additional Originator has delivered to the Company and the Administrator each of the documents with respect to the Originator described in Sections 4.1 and 4.2;
(d) the Administrator shall have received a written statement from each of Xxxxx’x and Standard & Poor’s confirming that the addition of the Originator will not result in a downgrade or withdrawal of the current ratings of the Notes; and
(e) the Purchase and Sale Termination Date shall not have occurred.
Additional Originators. Additional Persons may be added as Originators hereunder, with the prior written consent of the Company and Mellon Bank, N.A. (the "Administrator"), which consent may be given or withheld in each of the Company's and the Administrator's sole discretion; provided, that the following conditions are satisfied on or before the date of such addition:
(a) The Servicer shall have given the Administrator and the Company at least ten Business Days prior written notice of such proposed addition and the identity of the proposed additional Originator and shall have provided such other information with respect to such proposed additional Originator as the Administrator may reasonably request;
(b) such proposed additional Originator has executed and delivered to the Company and the Administrator an agreement substantially in the form attached hereto as Exhibit C (a "Joinder Agreement");
(c) such proposed additional Originator has delivered to the Company and the Administrator each of the documents with respect to such Originator described in Sections 4.1 and 4.2;
(d) the receivables intended to be sold by such additional Originator to the Company hereunder shall be Purchased Receivables; and
(e) no Purchase and Sale Termination Event shall have occurred and be continuing.
Additional Originators. (a) Discover Bank may designate additional or substitute Persons to be included as Additional Originators and designate Additional Accounts under this Agreement if Discover Funding is permitted to designate such Additional Accounts as “Additional Accounts” under the Pooling and Servicing Agreement.
(b) Any Additional Originator shall comply with the obligations of, and, other than with respect to Section 2.4(a), shall have the rights and benefits of, Discover Bank pursuant to this Agreement and references to “Discover Bank” in such provisions shall mean and refer to such Additional Originator, in each case solely with respect to the Receivables in the Accounts designated by such Additional Originator.
Additional Originators. If such Originator was added as a Restricted Originator hereunder pursuant to Section 4.3(b), the eligibility criteria set forth in clause (q) of the definition of Eligible Receivable shall apply to the Receivables of such Originator.
Additional Originators. A member of the Xxxxxxxx Group shall be entitled to become an Additional Originator and/or an Additional Sub-Servicer if:
Additional Originators. Additional Persons may be added as Originators hereunder, with the prior written consent of the Company, each Agent and each Group Agent; provided that the following conditions are satisfied on or before the date of such addition:
(a) The Servicer shall have given the Company, each Agent and each Group Agent at least thirty (30) days prior written notice of such proposed addition and the identity of the proposed additional Originator and shall have provided such other information with respect to such proposed additional Originator as any Agent or any Group Agent may reasonably request;
(b) such proposed additional Originator has executed and delivered to the Company, each Agent and each Group Agent an agreement substantially in the form attached hereto as Exhibit C (a “Joinder Agreement”);
(c) such proposed additional Originator has delivered to the Company and each Agent (as the Company’s assignees) and each Group Agent each of the documents with respect to such Originator described in Section 4.1 and, to the extent requested by the any Agent or any Group Agent, such opinions covering matters similar to the matters covered by the opinions delivered on the Closing Date, in form and substance reasonably satisfactory to the Company, each Agent (as the Company’s assignees) and each Group Agent, from external counsel reasonably satisfactory to each Agent and each Group Agent (it being understood that external counsel that delivered opinions on the Closing Date shall be satisfactory to each Agent and each Group Agent for purposes of delivering similar opinions under this clause (c));
(d) [reserved]; and
(e) the Purchase and Sale Termination Date shall not have occurred and be continuing with respect to all Transferors then party to this Agreement.
