Common use of Further Action Evidencing the Transfer Clause in Contracts

Further Action Evidencing the Transfer. The Transferor will from time -------------------------------------- to time, execute and deliver all further instruments and documents and take all further action that the Administrative Agent may reasonably request in order to perfect, protect or more fully evidence the interest in the Receivables, the Related Contracts, and the Related Security and Collections with respect thereto transferred to the Administrative Agent (for the benefit of the Transferees) under the Agreement or to enable the Administrative Agent or any Transferee to exercise or enforce any of its rights under the Transaction Documents. Without limiting the generality of the foregoing, the Transferor will, or will cause the Collection Agent to, (i) execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate, including, without limitation, (A) filing such financing statements as may be reasonably necessary, in the Administrative Agent's opinion, to perfect the security interest of the Administrative Agent in the right, title and interest of the Transferor in Equipment granted hereunder, within 30 days of the Initial Transfer Date, and (B) provide an opinion of counsel with respect to the perfection of such security interest, in form and substance satisfactory to the Administrative Agent, within 30 days of the Initial Transfer Date; (ii) providing to the Administrative Agent, from time to time, all information regarding the location of any such Equipment as may be reasonably necessary, in the Administrative Agent's opinion, to prepare any financing statement relating to such Equipment; ; and (iii) upon the occurrence of a Trigger Event or Potential Trigger Event, (x) xxxx conspicuously each Related Contract with a legend, acceptable to the Administrative Agent, evidencing that an interest in the Receivable has been transferred to the Administrative Agent (for the benefit of the Transferees) under the Agreement; and (y) code the Collection Agent's master data processing records evidencing Receivables and Related Contracts to the foregoing effect. The Transferor hereby authorizes the Administrative Agent to file one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Receivables and the Related Security without the signature of the Transferor where permitted by law. A photocopy or other reproduction of the Agreement shall be sufficient as a financing statement where permitted by law. If the Transferor fails after notice to perform any of its agreements or obligations under the Transaction Documents, the Administrative Agent may (but shall not be required to) itself perform, or cause performance of, such agreement or IV_2 obligation, and the expenses of the Administrative Agent incurred in connection therewith shall be payable as provided in the Agreement.

Further Action Evidencing the Transfer. The Transferor will from -------------------------------------- time -------------------------------------- to time, execute and deliver all further instruments and documents and take all further action that the Administrative Agent may reasonably request in order to perfect, protect or more fully evidence the interest in the Receivables, the Related Contracts, and the Related Security and Collections with respect thereto transferred to the Administrative Agent (for the benefit of the Transferees) under the Agreement or to enable the Administrative Agent or any Transferee to exercise or enforce any of its rights under the Transaction Documents. Without limiting the generality of the foregoing, the Transferor will, or will cause the Collection Agent to, (i) execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate, including, without limitation, (A) filing such financing statements as may be reasonably necessary, in the Administrative Agent's opinion, to perfect the security interest of the Administrative Agent in the right, title and interest of the Transferor in Equipment granted hereunder, within 30 days of the Initial Transfer Date, appropriate and (B) provide an opinion of counsel with respect to the perfection of such security interest, in form and substance satisfactory to the Administrative Agent, within 30 days of the Initial Transfer Date; (ii) providing to the Administrative Agent, from time to time, all information regarding the location of any such Equipment as may be reasonably necessary, in the Administrative Agent's opinion, to prepare any financing statement relating to such Equipment; ; and (iii) upon the occurrence of a Trigger Event or Potential Trigger Event, (x) xxxx conspicuously each Related Contract with a legend, acceptable to the Administrative Agent, evidencing that an interest in the Receivable has been transferred to the Administrative Agent (for the benefit of the Transferees) under the Agreement; and (y) code the Collection Agent's master data processing records evidencing Receivables and Related Contracts to the foregoing effect. The Transferor hereby authorizes the Administrative Agent to file one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Receivables and the Related Security without the signature of the Transferor where permitted by law. A photocopy or other reproduction of the Agreement shall be sufficient as a financing statement where permitted by law. If the Transferor fails after notice to perform any of its agreements or obligations under the Transaction Documents, the Administrative Agent may (but shall not be required to) itself perform, or cause performance of, such agreement or IV_2 obligation, and the expenses of the Administrative Agent incurred in connection therewith shall be payable as provided in the Agreement.

Further Action Evidencing the Transfer. The Transferor will from time -------------------------------------- to time, execute and deliver all further instruments and documents and take all further action that the Administrative Agent may reasonably request in order to perfect, protect or more fully evidence the interest in the Receivables, the Related Contracts, and the Related Security and Collections with respect thereto transferred to the Administrative Agent (for the benefit of the Transferees) under the Agreement or to enable the Administrative Agent or any Transferee to exercise or enforce any of its rights under the Transaction Documents. Without limiting the generality of the foregoing, the Transferor will, or will cause the Collection Agent to, (i) execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate, including, without limitation, (A) filing such financing statements as may be reasonably necessary, in the Administrative Agent's opinion, to perfect the security interest of the Administrative Agent in the right, title and interest of the Transferor in Equipment granted hereunder, within 30 days of the Initial Transfer Date, appropriate and (B) provide an opinion of counsel with respect to the perfection of such security interest, in form and substance satisfactory to the Administrative Agent, within 30 days of the Initial Transfer Date; (ii) providing to the Administrative Agent, from time to time, all information regarding the location of any such Equipment as may be reasonably necessary, in the Administrative Agent's opinion, to prepare any financing statement relating to such Equipment; ; and (iii) upon the occurrence of a Trigger Event, a Potential Trigger Event, a Servicer Termination Event or a Potential Trigger Servicer Termination Event, (x) xxxx mark conspicuously each Related Contract with a legend, acceptable xxceptable to the Administrative Agent, evidencing that an interest in the Receivable has been transferred to the Administrative Agent (for the benefit of the Transferees) under the Agreement; and (y) code the Collection Agent's master data processing records evidencing Receivables and Related Contracts to the foregoing effect. The Transferor hereby authorizes the Administrative Agent to file one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Receivables and the Related Security without the signature of the Transferor where permitted by law. A photocopy or other reproduction of the Agreement shall be sufficient as a financing statement where permitted by law. If the Transferor fails after notice to perform any of its agreements or obligations under the Transaction Documents, the Administrative Agent may (but shall not be required to) itself perform, or cause performance of, such agreement or IV_2 obligation, and the expenses of the Administrative Agent incurred in connection therewith shall be payable as provided in the Agreement.