Counterparts; Severability; Section References. This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same Agreement. Any provisions of this Agreement which are prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. Unless otherwise expressly indicated, all references herein to “Article,” “Section,” “Schedule” or “Exhibit” shall mean articles and sections of, and schedules and exhibits to, this Agreement.
Counterparts; Severability; Section References. This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same Agreement. To the fullest extent permitted by applicable law, delivery of an executed counterpart of a signature page of this Agreement by telefacsimile or electronic image scan transmission (such as a “pdf” file) will be effective to the same extent as delivery of a manually executed original counterpart of this Agreement. Any provisions of this Agreement which are prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. Unless otherwise expressly indicated, all references herein to “Article,” “Section,” “Schedule” or “Exhibit” shall mean articles and sections of, and schedules and exhibits to, this Agreement.
Counterparts; Severability; Section References. This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same Amendment. Delivery of an executed counterpart of a signature page to this Amendment by facsimile shall be effective as delivery of a manually executed counterpart of a signature page to this Amendment. Any provisions of this Amendment which are prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.
Counterparts; Severability; Section References. This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same Agreement. Any provisions of this
Counterparts; Severability; Section References. This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same Agreement. Any provisions of this Agreement which are prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any
Counterparts; Severability; Section References. This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same Agreement. Delivery of an executed counterpart of a signature page to this Agreement by telecopier shall be effective as delivery of a manually executed counterpart of a signature page to this Agreement. Any provisions of this Agreement which are prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.
Counterparts; Severability; Section References. 43 Section 14.13
Counterparts; Severability; Section References. 49 Section 16.13 Bank One Roles.........................................49 Section 16.14 Characterization.......................................49 Exhibits and Schedules Exhibit I Definitions Exhibit II Form of Purchase Notice Exhibit III Places of Business of the Originating Parties; Locations of Records; Federal Employer Identification Number(s) Exhibit IV Form of Seller Direction Exhibit V Form of Compliance Certificate Exhibit VI Form of Assignment Agreement Exhibit VII Credit and Collection Policy Exhibit VIII Form of Vacation Owner Agreements Exhibit IX Form of Monthly Report Exhibit X Request for Release Exhibit XI Receipt Exhibit XII Account Numbers Schedule A Commitments of Financial Institutions Schedule B Documents to be Delivered to the Agent on or Prior to the Initial Purchase Schedule C Existing Environmental Claims RECEIVABLES PURCHASE AGREEMENT This Receivables Purchase Agreement dated as of January 7, 2000 is among TW Holdings III, Inc., a Delaware corporation ("Seller"), Trendwest Resorts, Inc., an Oregon corporation ("TWRI"), as initial Servicer (the Servicer together with the Seller, the "Originating Parties" and each an "Originating Party"), Sage Systems, Inc., as Custodian, the funding entities listed on Schedule A to this Agreement (together with their respective successors and assigns hereunder, the "Financial Institutions"), International Securitization Corporation ("Conduit"), Bank One, NA, as paying agent to the extent described herein (the "Paying Agent") and Bank One, NA (Main Office Chicago) as agent for the Purchasers hereunder or any successor agent hereunder (together with its successors and assigns hereunder, the "Agent"). Unless defined elsewhere herein, capitalized terms used in this Agreement shall have the meanings assigned to such terms in Exhibit I.
Counterparts; Severability; Section References. Exhibits -------- Exhibit I Definitions Exhibit II Originators, Jurisdictions of Organization, Principal Places of Business; Chief Executive Offices; Location(s) of Records; Federal Employer Identification Numbers; Other Names Exhibit III Names of Collection Banks; Lock-Boxes; Collection Accounts Exhibit IV Form of Compliance Certificate Exhibit V Copy of Credit and Collection Policy Exhibit VI Form of Subordinated Note Exhibit VII Form of Purchase Report Schedules --------- Schedule A Documents to be Delivered on or Prior to the Initial Purchase THIS RECEIVABLES SALE AGREEMENT, dated as of March 7, 2003, is by and between Allied Waste North America, Inc., a Delaware corporation, ("Allied"), each of the entities listed on Exhibit II and a signatory hereto (Allied and each such Person listed on Exhibit II being herein referred to, individually, as an "Originator" and, collectively the "Originators" and Allied Receivables Funding Incorporated, a Delaware corporation ("Buyer"). Unless defined elsewhere herein, capitalized terms used in this Agreement shall have the meanings assigned to such terms in Exhibit I hereto (or, if not defined in Exhibit I hereto, the meaning assigned to such term in Exhibit I to the Credit Agreement).
Counterparts; Severability; Section References. This Agreement may be executed in any number of counterparts and by different parties hereto in
