Assignments - Payment by the Factor Sample Clauses

Assignments - Payment by the Factor. (a) Each Assignment made pursuant to the Agreement shall be made by each French Seller to the Factor by remittance or electronic transmission of a duly completed and signed Deed of Transfer to the Factor on the frequency set out in Clause 5.1.1.1. (b) Each Deed of Transfer shall be prepared in compliance with the model form set out in Annex 3 and shall (i) clearly identify the relevant Transferred Receivables (together with the relevant Sellers Codes) and incorporate all specific requirements of Article L. 313-23 et seq of the French Monetary and Financial Code and all regulations in force relating thereto, (ii) be signed by an authorised representative of the relevant French Seller and (iii) set out the Factor as assignee. The Parties agree that, should a French Seller fail to provide, on or before the expiry of the powers of attorney (or other appropriate corporate authorisation) entitling any authorised representative(s) thereof to sign the relevant Deeds of Transfer on its behalf, the Factor with certified copies of the relevant corporate documents evidencing that such powers of attorney (or other appropriate corporate authorisation) have been renewed or extended in an appropriate manner (or that new powers of attorney or other appropriate corporate authorisation have been granted), the Factor shall be entitled to stop accepting, as from that
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Assignments - Payment by the Factor. (a) Each Assignment made pursuant to the Agreement shall be made by each French Seller to the Factor by remittance or electronic transmission of a duly completed and signed Deed of Transfer to the Factor on the frequency set out in Clause 5.1.1.1. (b) Each Deed of Transfer shall be prepared in compliance with the model form set out in Annex 3 and shall (i) clearly identify the relevant Transferred Receivables (together with the relevant Sellers Codes) and incorporate all specific requirements of Article L. 313-23 et seq of the French Monetary and Financial Code and all regulations in force relating thereto, (ii) be signed by an authorised representative of the relevant French Seller and (iii) set out the Factor as assignee. The Parties agree that, should a French Seller fail to provide, on or before the expiry of the powers of attorney (or other appropriate corporate authorisation) entitling any authorised representative(s) thereof to sign the relevant Deeds of Transfer on its behalf, the Factor with certified copies of the relevant corporate documents evidencing that such powers of attorney (or other appropriate corporate authorisation) have been renewed or extended in an appropriate manner (or that new powers of attorney or other appropriate corporate authorisation have been granted), the Factor shall be entitled to stop accepting, as from that date, the purchase of Relevant Receivables from that French Seller so long as and until it has received the justification that such powers of attorney have been renewed or extended in an appropriate manner (or that new powers of attorney or other appropriate corporate authorisation have been granted). (c) Each Deed of Transfer shall be delivered (or electronically transmitted) by the relevant French Seller to the Factor and the Factor shall date the Deed of Transfer forthwith upon delivery by the relevant French Seller and shall hold such Deed of Transfer. (d) Each of the French Sellers guarantees to the Factor: (i) the legal validity of each Deed of Transfer, and in particular the existence of the Transferred Receivables (subject to any Credit Notes appearing on the file relating to the Transferred Receivables attached to the Deed of Transfer and sent by the French Sellers to the Factor); and (ii) the fact that the Transferred Receivables and the Assignment of such Transferred Receivables would be, as from the date on which the relevant formalities described in the Jurisdiction Matrix are complied with, enforceab...
Sample 1

Related to Assignments - Payment by the Factor

  • Assignment by the Executive This Agreement will inure to the benefit of and be enforceable by the Executive’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees, and legatees. If the Executive dies while any amount would still be payable to him hereunder had he continued to live, all such amounts, unless otherwise provided herein, will be paid in accordance with the terms of this Agreement to the Executive’s Beneficiary. If the Executive has not named a Beneficiary, then such amounts will be paid to the Executive’s devisee, legatee, or other designee, or if there is no such designee, to the Executive’s estate, and such designee, or the Executive’s estate will be treated as the Beneficiary hereunder.

  • Assignment by the Company The rights, interests or obligations of the Company hereunder may not be assigned, by operation of law or otherwise, in whole or in part, by the Company without the prior written consent of the Investor.

  • Assignments and transfer by Obligors No Obligor may assign any of its rights or transfer any of its rights or obligations under the Finance Documents.

  • Assignment by the Seller The Seller shall assign (exclusive of the Seller’s rights arising under Section 8.02(iii) and 8.03), its interest under this Agreement to the Depositor, which in turn shall assign such rights to the Trustee, and the Trustee then shall succeed to all rights of the Seller under this Agreement.

  • ACKNOWLEDGMENTS BY THE EXECUTIVE The Executive acknowledges that (a) prior to and during the Employment Period and as a part of his employment, the Executive has been and will be afforded access to Confidential Information; (b) public disclosure of such Confidential Information could have an adverse effect on the Employer and its business; (c) because the Executive possesses substantial technical expertise and skill with respect to the Employer’s business, the Employer desires to obtain exclusive ownership of each Employee Invention, and the Employer will be at a substantial competitive disadvantage if it fails to acquire exclusive ownership of each Employee Invention; and (d) the provisions of this Section 7 are reasonable and necessary to prevent the improper use or disclosure of Confidential Information and to provide the Employer with exclusive ownership of all Employee Inventions.

  • Acknowledgments by the Employee The Employee acknowledges that (a) during the Employment Period and as a part of his employment, the Employee will be afforded access to Confidential Information; (b) public disclosure of such Confidential Information could have an adverse effect on the Employer and its business; (c) since the Employee possesses substantial expertise and skill with respect to the Employer's business, the Employer desires to obtain exclusive ownership of each Employee Invention, and the Employer will be at a substantial competitive disadvantage if it fails to acquire exclusive ownership of each Employee Invention; (d) the Compensation provided to Employee hereunder constitutes good and sufficient consideration for the Employee's agreements and covenants in this Section 7; and (e) the provisions of this Section 7 are reasonable and necessary to prevent the improper use or disclosure of Confidential Information and to provide the Employer with exclusive ownership of all Employee Inventions.

  • Assignments and Transfers by the Company This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Common Stock is converted into the equity securities of another Person, from and after the effective time of such transaction, such Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such Person and the term “Registrable Securities” shall be deemed to include the securities received by the Investors in connection with such transaction unless such securities are otherwise freely tradable by the Investors after giving effect to such transaction.

  • Acceptance by the Transferee The Transferee agrees to comply with all covenants and restrictions applicable to a Holder of the 2012-1 SUBI Certificate and the interest in the 2012-1 SUBI represented thereby, whether set forth in the 2012-1 SUBI Certificate, in the SUBI Trust Agreement or otherwise, and assumes all obligations and liabilities, if any, associated therewith.

  • Assignments and transfers by the Lenders Subject to this Clause 23, a Lender (the “Existing Lender”) may: (a) assign any of its rights; or (b) transfer by novation any of its rights and obligations, to another bank or financial institution or to a trust, fund or other entity which is regularly engaged in or established for the purpose of making, purchasing or investing in loans, securities or other financial assets (the “New Lender”).

  • Assignment by Seller The Seller shall have the right, upon notice to but without the consent of the Servicer, to assign, in whole or in part (but exclusive of the Servicer’s rights and obligations as owner of the servicing rights relating to the Mortgage Loans), its interest under this Agreement to the Depositor, which in turn shall assign such rights to the Trustee, and the Trustee then shall succeed to all rights of the Seller under this Agreement. All references to the Seller in this Agreement shall be deemed to include its assignee or designee and any subsequent assignee or designee, specifically including the Trustee.

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