Assignments by Conduit Purchasers Sample Clauses

Assignments by Conduit Purchasers. Each Conduit Purchaser may assign, grant security interests in or otherwise transfer all or any portion of the Receivable Interests to any Eligible Assignee or Program Support Provider with respect to such Conduit Purchaser without prior notice to or consent from any other party or any other condition or restriction of any kind. Without limiting the generality of the foregoing, each Conduit Purchaser may, from time to time with prior or concurrent notice to the Seller and each Managing Agent, assign all or any portion of its interest in the Receivable Interest and its rights and obligations under this Agreement and any other Transaction Documents to which it is a party to a Conduit Assignee with respect to such Conduit Purchaser. Upon such assignment by a Conduit Purchaser to a Conduit Assignee, (A) unless a new Purchaser Group is being established pursuant to Section 11.03(i) below, the Managing Agent for the assigning Conduit Purchaser will act as the Managing Agent for the Conduit Assignee hereunder, (B) such Conduit Assignee and its liquidity support provider(s) and credit support provider(s) and other related parties shall have the benefit of all the rights and protections provided to such Conduit Purchaser and its related Committed Purchasers herein and in the other Transaction Documents (including, without limitation, any limitation on recourse against such Conduit Assignee), (C) such Conduit Assignee shall assume all of such Conduit Purchaser's obligations hereunder or under any other Transaction Document (whenever created, whether before or after such assignment) with respect to the assigned portion of the Receivable Interests held by such Conduit Purchaser and such Conduit Purchaser shall be released from all such obligations, (D) all distributions to such Conduit Purchaser hereunder with respect to the assigned portion of the Receivable Interest shall be made to such Conduit Assignee, (E) the definition of the term "CP Rate" shall be determined on the basis of the interest rate or discount applicable to Promissory Notes issued by such Conduit Assignee (rather than such assigning Conduit Purchaser), (F) the defined terms and other terms and provisions of this Agreement and the other Transaction Documents shall be interpreted in accordance with the foregoing, and (G) if requested by the Administrative Agent or Managing Agent with respect to the Conduit Assignee, the parties will execute and deliver such further agreements and documents (including ...