Common use of License of Software Clause in Contracts

License of Software. (a) To the extent that any software used by any Originator to account for the Receivables originated by it is non-transferable, such Originator hereby grants to each of Buyer, the Administrator and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all such software used by such Originator to account for such Receivables, to the extent necessary to administer such Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of such software be required for the grant of the license described herein, to be effective, such Originator hereby agrees that upon the request of Buyer (or Buyer’s assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable until the later to occur of (i) indefeasible payment in full of the Aggregate Unpaids (as defined in the Purchase Agreement), and (ii) the date each of this Agreement and the Purchase Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Amerisourcebergen Corp)

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License of Software. (a) To the extent that any software used by any Originator a Seller to account for the Receivables originated transferred by it is non-transferable, such Originator each Seller hereby grants to each of Buyerits Transferee, such Transferee's assigns, the Administrator Administrative Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all such software used by such Originator Seller to account for such Receivables, to the extent necessary to administer such Receivables, whether such software is owned by such Originator Seller or is owned by others and used by such Originator Seller under license agreements with respect thereto, provided that PROVIDED THAT should the consent of any licensor of such software be required for the grant of the license described herein, to be effective, such Originator Seller hereby agrees that upon the request of Buyer its Transferee (or Buyer’s assigneeits assigns), such Originator Seller will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable until the later to occur of (i) indefeasible payment in full of the Aggregate Unpaids Obligations (as defined in the Purchase Loan Agreement), and (ii) the date on which each of this Agreement and the Purchase Loan Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Bowater Inc)

License of Software. (a) To the extent that any software used by any Originator to account for the Receivables originated by Originated By it is non-transferable, such Originator hereby grants to each of Buyerthe applicable Transferees, the Administrator Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all such software used by such Originator to account for such Receivables, to the extent necessary to administer such Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that PROVIDED THAT should the consent of any licensor of such software be required for the grant of the license described herein, to be effective, such Originator hereby agrees that upon the request of Buyer any applicable Transferee (or Buyer’s assigneeits assigns), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable until the later to occur of (i) indefeasible payment in full of the Aggregate Unpaids (as defined in the Purchase Agreement), and (ii) the date each of this Agreement and the Purchase Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Lafarge Corp)

License of Software. (a) To the extent that any software used by any an Originator to account for the Receivables originated by it is non-transferable, such each Originator hereby grants to each of Buyer, the Administrator Servicer and the Servicer their respective assigns, an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all such software used by such Originator to account for such Receivables, to the extent necessary to administer such Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that PROVIDED THAT should the consent of any licensor of such software be required for the grant of the license described herein, to be effective, such Originator hereby agrees that upon the request of Buyer (or Buyer’s assigneeits assigns), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable until the later to occur of (i) indefeasible payment in full of the Aggregate Unpaids Obligations (as defined in the Purchase Loan Agreement), and (ii) the date on which each of this Agreement and the Purchase Loan Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale and Contribution Agreement (Choicepoint Inc)

License of Software. (a) To the extent that any software used by any Originator to account for the Receivables originated by it is non-transferable, such Originator hereby grants to each of Buyer, the Administrator Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all such software used by such Originator to account for such Receivables, to the extent necessary to administer such Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of such software be required for the grant of the license described herein, to be effective, such Originator hereby agrees that upon the request of Buyer (or Buyer’s 's assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable until the later to occur of (i) indefeasible payment in full of the Aggregate Unpaids (as defined in the Purchase Agreement), and (ii) the date each of this Agreement and the Purchase Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Actuant Corp)

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License of Software. (a) To the extent that any software used by any Originator a Seller to account for the Receivables originated transferred by it is non-transferable, such Originator each Seller hereby grants to each of Buyerits Transferee, such Transferee's assigns, the Administrator Administrative Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all such software used by such Originator Seller to account for such Receivables, to the extent necessary to administer such Receivables, whether such software is owned by such Originator Seller or is owned by others and used by such Originator Seller under license agreements with respect thereto, provided that should the consent of any licensor of such software be required for the grant of the license described herein, to be effective, such Originator Seller hereby agrees that upon the request of Buyer its Transferee (or Buyer’s assigneeits assigns), such Originator Seller will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable until the later to occur of (i) indefeasible payment in full of the Aggregate Unpaids Obligations (as defined in the Purchase Loan Agreement), and (ii) the date on which each of this Agreement and the Purchase Loan Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Bowater Inc)

License of Software. (a) To the extent that any software used by any Originator to account for the Receivables originated by it is non-transferable, such Originator hereby grants to each of Buyer (and Buyer, the Administrator ’s assignee) and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all such software used by such Originator to account for such Receivables, to the extent necessary to administer such Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of such software be required for the grant of the license described herein, to be effective, such Originator hereby agrees that upon the request of Buyer (or Buyer’s assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable until the later to occur of (i) indefeasible payment in full of the Aggregate Unpaids (as defined in the Purchase Agreement), and (ii) the date each of this Agreement and the Purchase Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Henry Schein Inc)

License of Software. (a) To the extent that any software used by any Originator to account for the Receivables originated by it is non-transferable, such Originator hereby grants to each of Buyer, the Administrator Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all such software used by such Originator to account for such Receivables, to the extent necessary to administer such Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that PROVIDED THAT should the consent of any licensor of such software be required for the grant of the license described herein, to be effective, such Originator hereby agrees that upon the request of Buyer (or Buyer’s 's assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable until the later to occur of (i) indefeasible payment in full of the Aggregate Unpaids (as defined in the Purchase Agreement), and (ii) the date each of this Agreement and the Purchase Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Wolverine Tube Inc)

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