Common use of Assignment of Receivables and Perfection Clause in Contracts

Assignment of Receivables and Perfection. (a) Upon acceptance of any Offer in accordance with Clauses 2.2 (a) to 2.2(f) inclusive, the Originator's beneficial rights, title and interest in and to (i) the Receivables to which such Offer relates, (ii) the Related Property and (iii) all Collections (and the related benefit of any guarantees referable to (i), (ii) and (iii)) shall thereupon pass to the Purchaser. Such property shall be referred to collectively herein as the "Receivable Assets". (b) Subject to Clause 2.3(d), the Originator and the Purchaser will take all such steps and comply with all such formalities as are specified in Clause 6.3(c) as may be reasonably required to perfect or more fully to evidence or secure the title of the Purchaser to the Receivables assigned (or purported to be assigned) pursuant to Clause 2.3(a), provided that the right to require the steps and formalities specified in Clause 6.3(b) to be taken shall only exist on and after the Originator Termination Date. (c) Subject to Clause 2.3(d), the Originator and the Purchaser in order to secure the Company's interest in the Receivables and the performance of its obligations in respect thereof pursuant to this Agreement, the Pooling Agreement and any related Supplement and any accepted Offer hereby agree to enter into the Security Power of Attorney referred to in the Closing Documents List in a form appended to Schedule 3 of this Agreement. (d) Notwithstanding the provisions of Clause 6.3(b), all parties hereto (including the Purchaser as the donee of the Security Power of Attorney) hereby agree that none of the powers conferred pursuant to such Security Power of Attorney may at any time be exercised unless at such time the Originator Termination Date has been declared.

Assignment of Receivables and Perfection. (a) Upon acceptance of any Offer in accordance with Clauses 2.2 (a) to 2.2(f) inclusive, the Originator's beneficial rights, title and interest in and to (i) the Receivables to which such Offer relates, (ii) the Related Property and (iii) all Collections (and the related benefit of any guarantees referable to (i), (ii) and (iii)) shall thereupon pass to the Purchaser. Such property shall be referred to collectively herein as the "Receivable Assets". (b) Subject to Clause 2.3(d), the Originator and the Purchaser will take all such steps and comply with all such formalities as are specified in Clause 6.3(c) as may be reasonably required to perfect or more fully to evidence or secure the title of the Purchaser to the Receivables assigned (or purported to be assigned) pursuant to Clause 2.3(a), provided that the right to require the steps and formalities specified in Clause 6.3(b) to be taken shall only exist on and after the Originator Termination Date. (c) Subject to Clause 2.3(d), the Originator and the Purchaser in order to secure the Company's interest in the Receivables and the performance of its obligations in respect thereof pursuant to this Agreement, the Pooling Agreement and any related Supplement and any accepted Offer hereby agree to enter into the Security Power of Attorney referred to in the Closing Documents List in a form appended to the Third Schedule 3 of this Agreement. (d) Notwithstanding the provisions of Clause 6.3(b), all parties hereto (including the Purchaser as the donee of the Security Power of Attorney) hereby agree that none of the powers conferred pursuant to such Security Power of Attorney may at any time be exercised unless at such time the Originator Termination Date has been declared.

Assignment of Receivables and Perfection. (a) Upon acceptance of any Offer in accordance with Clauses 2.2 (a2.2(a) to 2.2(f) inclusive, the Originator's beneficial rights, title and interest in and to (i) the Receivables to which such Offer relates, (ii) the Related Property and (iii) all Collections (and the related benefit of any guarantees referable to (i), (ii) and (iii)) shall thereupon pass to the Purchaser. Such property shall be referred to collectively herein as the "Receivable Assets". (b) Subject to Clause 2.3(d), the Originator and the Purchaser will take all such steps and comply with all such formalities as are specified in Clause 6.3(c) as may be reasonably required to perfect or more fully to evidence or secure the title of the Purchaser to the Receivables assigned (or purported to be assigned) pursuant to Clause 2.3(a), provided that the right to require the steps and formalities specified in Clause 6.3(b) to be taken shall only exist on and after the Originator Termination Date. (c) Subject to Clause 2.3(d), the Originator and the Purchaser in order to secure the Company's interest in the Receivables and the performance of its obligations in respect thereof pursuant to this Agreement, the Pooling Agreement and any related Supplement and any accepted Offer hereby agree to enter into the Security Power of Attorney referred to in the Closing Documents List in a form appended to the Third Schedule 3 of this Agreement. (d) Notwithstanding the provisions of Clause 6.3(b), all parties hereto (including the Purchaser as the donee of the Security Power of Attorney) hereby agree that none of the powers conferred pursuant to such Security Power of Attorney may at any time be exercised unless at such time the Originator Termination Date has been declared.

Assignment of Receivables and Perfection. (a) 4.1 Upon acceptance of any Offer in accordance with Clauses 2.2 (a) Clause 3.4 to 2.2(f) 3.6 inclusive, the Originator's ’s beneficial rights, title and interest in and to (i) the Receivables to which such Offer relates, (ii) the Related Property and (iii) all Collections relates (and the related benefit of any guarantees referable to (i), (ii) and (iii)related guarantees) shall thereupon pass to the Purchaser. Such property shall be referred to collectively herein as the "Receivable Assets". (b) 4.2 Subject to Clause 2.3(d)4.4, the Originator and the Purchaser will take all such steps and comply with all such formalities as are specified in Clause 6.3(c) 15.2 as the Administrative Agent on behalf of the CP Conduit Lenders may be reasonably required require to perfect or more fully to evidence or secure the title of the Purchaser to the Receivables assigned (or purported to be assigned) pursuant to Clause 2.3(a)4.1, provided that the right to require the steps and formalities specified in Clause 6.3(b) 15.2 to be taken shall only exist on and after the Originator Termination Date. (c) 4.3 Subject to Clause 2.3(d)4.4, the Originator and the Purchaser in order to secure the Company's Borrower’s interest in the Receivables and the performance of its obligations in respect thereof pursuant to this Agreement, the Pooling Agreement and any related Supplement and any accepted Offer and the Asset Backed Loan Agreement, hereby agree to enter into the Security Power of Attorney referred to in the Closing Documents List in a form appended acceptable to Schedule 3 each of this Agreementthe Co-Funding Agents on behalf of the CP Conduit Lenders. (d) 4.4 Notwithstanding the provisions of the Asset Backed Loan Agreement, and of Clause 6.3(b)15.2, all parties hereto (including the Purchaser Originator as the donee of the Security Power of Attorney) hereby agree that none of the powers conferred pursuant to such Security Power of Attorney may at any time be exercised unless at such time the Originator Termination Date has been declared.