Certain Rights of the Purchaser. (a) The Purchaser may, at any time after the occurrence of an Event of Termination or Incipient Event of Termination, give notice of ownership and/or direct the Obligors of Transferred Receivables and any Person obligated on any Related Security, or any of them, that payment of all amounts payable under any Transferred Receivable shall be made directly to the Purchaser or its designee or directly to the Designated Account. (b) The Seller shall, at any time upon the Purchaser's request and at the Seller's expense after the occurrence of an Event of Termination or Incipient Event of Termination, give notice of such ownership to each Obligor of Transferred Receivables and direct that payments of all amounts payable under such Transferred Receivables be made directly to the Purchaser or its designee or directly to the Designated Account. (c) At the Purchaser's request after the occurrence of an Event of Termination or Incipient Event of Termination, and at the Seller's expense, the Seller and the Collection Agent shall (A) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Transferred Receivables, and the related Contracts and Related Security, or that are otherwise necessary or desirable to collect the Transferred Receivables, and make the same available to the Purchaser at a place selected by the Purchaser or its designee and (B) segregate all cash, checks and other instruments received by it from time to time constituting Collections of Transferred Receivables in a manner acceptable to the Purchaser and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed or with duly executed instruments of transfer, to the Purchaser or its designee. The Purchaser shall also have the right to make copies of all such documents, instruments and other records at any time, subject to the last sentence of Section 5.01(g). (d) The Seller authorizes the Purchaser, after the occurrence of an Event of Termination or Incipient Event of Termination, to take any and all steps in the Seller's name and on behalf of the Seller that are necessary or desirable, in the determination of the Purchaser, to collect amounts due under the Transferred Receivables, including, without limitation, endorsing the Seller's name on checks and other instruments representing Collections of Transferred Receivables and enforcing the Transferred Receivables and the Related Security and related Contracts.
Appears in 1 contract
Samples: Purchase and Contribution Agreement (North Atlantic Energy Corp /Nh)
Certain Rights of the Purchaser. (a) The After a Control Event, the Purchaser may, at any time after the occurrence of an Event of Termination or Incipient Event of Terminationtime, give notice of ownership and/or direct the Obligors of Transferred Receivables and any Person obligated on any Related Security, or any of them, that payment of all amounts payable under any Transferred Receivable shall be made directly to the Purchaser or its designee or directly designee. Each Seller hereby transfers to the Designated AccountPurchaser (and its assigns and designees) the exclusive ownership and control of the Lock-Boxes and Deposit Accounts maintained by such Seller for the purpose of receiving Collections.
(b) The After a Control Event, each Seller shall, at any time upon the Purchaser's ’s request and at the such Seller's expense after the occurrence of an Event of Termination or Incipient Event of Termination’s expense, give notice of such the Purchaser’s ownership to each Obligor of Transferred Receivables and direct that payments of all amounts payable under such the Transferred Receivables be made directly to the Purchaser or its designee or directly to the Designated Accountdesignee.
(c) At any time after a Control Event, at the Purchaser's ’s request after the occurrence of an Event of Termination or Incipient Event of Termination, and at the relevant Seller's ’s expense, the such Seller and the Collection Agent Servicer shall (A) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Transferred Receivables, and the related Contracts and Related Security, or that are otherwise necessary or desirable to collect the Transferred ReceivablesReceivables (including, without limitation, the Insurance Policy), and shall make the same available to the Purchaser at a place selected by the Purchaser or its designee designee, and (B) segregate all cash, checks and other instruments received by it from time to time constituting Collections of Transferred Receivables in a manner acceptable to the Purchaser and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed indorsed or with duly executed instruments of transfer, to the Purchaser or its designee. The Purchaser shall also have the right to make copies of all such documents, instruments and other records at any time, subject to the last sentence of Section 5.01(g).
(d) The At any time after a Control Event, each Seller authorizes the Purchaser, after the occurrence of an Event of Termination or Incipient Event of Termination, Purchaser to take any and all steps in the such Seller's ’s name and on behalf of the such Seller that are necessary or desirable, in the determination of the Purchaser, to collect amounts due under the Transferred Receivables, including, without limitation, (i) endorsing the such Seller's ’s name on checks and other instruments representing Collections of Transferred Receivables, (ii) giving notice of the Purchaser’s ownership to each Obligor of Transferred Receivables and direct that payments of all amounts payable under the Transferred Receivables be made directly to the Purchaser or its designee and (iii) enforcing the Transferred Receivables and the Related Security and related ContractsContracts and the Insurance Policy.
Appears in 1 contract
Samples: Purchase and Contribution Agreement (AbitibiBowater Inc.)
Certain Rights of the Purchaser. (a) The Purchaser may, may at any time after give notice of ownership and may, during the occurrence existence of an Event of Termination or Incipient Event of TerminationTermination occurring after the RPA Final Payment Date, give notice of ownership and/or direct the Obligors of Transferred Receivables and any Person obligated on any Related Security, or any of them, that payment of all amounts payable under any Transferred Receivable shall be made directly to the Purchaser or its designee or directly to the Designated Accountdesignee.
(b) The Seller shall, at any time upon during the Purchaser's request and at the Seller's expense after the occurrence existence of an Event of Termination or Incipient Event of TerminationTermination occurring after the RPA Final Payment Date (upon the Purchaser’s request and at the Seller’s expense), give notice of such the Purchaser’s ownership to each Obligor of Transferred Receivables and direct that payments of all amounts payable under such Transferred the Receivables be made directly to the Purchaser or its designee designees or directly to the Designated Accountassignees.
(c) At the Purchaser's ’s request after the occurrence of an Event of Termination or Incipient Event of Termination, and at the Seller's ’s expense, the Seller and the Collection Agent Servicer shall (Ai) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Transferred Receivables, and the related Contracts and Related Security, or that are otherwise necessary or desirable to collect the Transferred Receivables, and shall make the same available available, or request that the Servicer make the same available, to the Purchaser at a place selected by the Purchaser or its designee designee, and (Bii) segregate all cash, checks and other instruments received by it from time to time constituting Collections of Transferred Receivables in a manner acceptable to the Purchaser and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed indorsed or with duly executed instruments of transfer, to the Purchaser or its designeedesignee or assignee. The Purchaser shall also have the right to make copies of all such documents, instruments and other records at any time, subject to the last sentence of Section 5.01(g).
(d) The Seller authorizes the Purchaser, after the occurrence of an Event of Termination or Incipient Event of Termination, Purchaser to take any and all steps in the Seller's ’s name and on behalf of the Seller that are necessary or desirable, in the determination of the Purchaser, to collect amounts due under the Transferred Receivables, including, without limitationlimitation (and, prior to the occurrence of the RPA Final Payment Date, only as permitted under the RPA), endorsing the Seller's ’s name on checks and other instruments representing Collections of Transferred Receivables and enforcing the Transferred Receivables and the Related Security and related Contracts.
Appears in 1 contract
Samples: Purchase and Contribution Agreement (DST Systems Inc)
Certain Rights of the Purchaser. (a) The After a Control Event, the Purchaser may, at any time after the occurrence of an Event of Termination or Incipient Event of Terminationtime, give notice of ownership and/or direct the Obligors of Transferred Receivables and any Person obligated on any Related Security, or any of them, that payment of all amounts payable under any Transferred Receivable shall be made directly to the Purchaser or its designee or directly designee. Each Seller hereby transfers to the Designated AccountPurchaser (and its assigns and designees) the exclusive ownership and control of the Lock-Boxes and Deposit Accounts maintained by such Seller for the purpose of receiving Collections.
(b) The After a Control Event, each Seller shall, at any time upon the Purchaser's request and at the such Seller's expense after the occurrence of an Event of Termination or Incipient Event of Terminationexpense, give notice of such the Purchaser's ownership to each Obligor of Transferred Receivables and direct that payments of all amounts payable under such the Transferred Receivables be made directly to the Purchaser or its designee or directly to the Designated Accountdesignee.
(c) At any time after a Control Event, at the Purchaser's request after the occurrence of an Event of Termination or Incipient Event of Termination, and at the relevant Seller's expense, the such Seller and the Collection Agent Servicer shall (A) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Transferred Receivables, and the related Contracts and Related Security, or that are otherwise necessary or desirable to collect the Transferred ReceivablesReceivables (including, without limitation, the Insurance Policy), and shall make the same available to the Purchaser at a place selected by the Purchaser or its designee designee, and (B) segregate all cash, checks and other instruments received by it from time to time constituting Collections of Transferred Receivables in a manner acceptable to the Purchaser and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed indorsed or with duly executed instruments of transfer, to the Purchaser or its designee. The Purchaser shall also have the right to make copies of all such documents, instruments and other records at any time, subject to the last sentence of Section 5.01(g).
(d) The At any time after a Control Event, each Seller authorizes the Purchaser, after the occurrence of an Event of Termination or Incipient Event of Termination, Purchaser to take any and all steps in the such Seller's name and on behalf of the such Seller that are necessary or desirable, in the determination of the Purchaser, to collect amounts due under the Transferred Receivables, including, without limitation, (i) endorsing the such Seller's name on checks and other instruments representing Collections of Transferred Receivables, (ii) giving notice of the Purchaser's ownership to each Obligor of Transferred Receivables and direct that payments of all amounts payable under the Transferred Receivables be made directly to the Purchaser or its designee and (iii) enforcing the Transferred Receivables and the Related Security and related ContractsContracts and the Insurance Policy.
Appears in 1 contract
Samples: Purchase and Contribution Agreement (AbitibiBowater Inc.)