Common use of Assignment by Conduit Purchasers Clause in Contracts

Assignment by Conduit Purchasers. This Agreement and each Conduit Purchaser’s rights and obligations under this Agreement (including its interest in the Asset Interest) or any other Transaction Document shall be freely assignable in whole or in part by such Conduit Purchaser and its successors and permitted assigns to any Eligible Assignee without the consent of Seller except as required pursuant to clause (iv) of the definition of Eligible Assignee. Each assignor of all or a portion of its interest in the Asset Interest shall notify Administrative Agent, the related Purchaser Agent and Seller of any such assignment. Each assignor of all or a portion of its interest in the Asset Interest may, in connection with such assignment and subject to Section 13.8, disclose to the assignee any information relating to the Asset Interest, furnished to such assignor by or on behalf of Seller, Master Servicer or Administrative Agent. Notwithstanding anything to the contrary set forth herein, any Conduit Purchaser may at any time pledge or grant a security interest in all or any portion of its rights under this Agreement (including its interest in the Asset Interest) to any Conduit Trustee without notice to or consent of the Seller; provided, that no such pledge or grant of security interest shall release such Conduit Purchaser from any of its obligations hereunder or substitute any such Conduit Trustee for such Conduit Purchaser as a party hereto.

Assignment by Conduit Purchasers. This Agreement and the rights of each Conduit Purchaser’s rights and obligations under this Agreement Purchaser hereunder (including its interest in the Asset Interestright to receive payments of Capital and Yield) or any other Transaction Document shall be freely assignable in whole or in part by such Conduit Purchaser and its successors and permitted assigns (i) to any Eligible Assignee Program Support Provider of such Conduit Purchaser or any other Conduit Purchaser within such Conduit Purchaser’s Group without prior notice to or consent from the Seller or any other party, or any other condition or restriction of any kind, (ii) to any other Purchaser with prior notice to the Seller but without consent from the Seller or (iii) with the prior written consent of the Seller except as (such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that such consent shall not be required pursuant if an Event of Termination or Unmatured Event of Termination has occurred and is continuing), to clause (iv) of the definition of any other Eligible Assignee. Each assignor of all Capital (or a any portion of its thereof) or any interest in the Asset Interest shall notify Administrative Agent, the related Purchaser Agent and Seller of any such assignment. Each assignor of all or a portion of its interest in the Asset Interest therein may, in connection with such the assignment and subject to Section 13.8or participation, disclose to the assignee or Participant any information relating to the Asset InterestSeller and its Affiliates, including the Receivables, furnished to such assignor by or on behalf of Seller, Master Servicer the Seller and its Affiliates or by the Administrative Agent. Notwithstanding anything ; provided that, prior to any such disclosure, the assignee or Participant agrees to preserve the confidentiality of any confidential information relating to the contrary set forth herein, any Conduit Purchaser may at any time pledge or grant a security interest in all or any portion of Seller and its rights under this Agreement (including its interest in the Asset Interest) to any Conduit Trustee without notice to or consent of the Seller; provided, that no such pledge or grant of security interest shall release such Conduit Purchaser Affiliates received by it from any of its obligations hereunder or substitute any such Conduit Trustee for such Conduit Purchaser as the foregoing entities in a party heretomanner consistent with Section 14.06(b).