Common use of No Recourse or Assumption of Obligations Clause in Contracts

No Recourse or Assumption of Obligations. Except as specifically provided in this Agreement, the purchase and sale or contribution, as applicable, of Receivables and Related Rights under this Agreement shall be without recourse to the Transferor. It is the express intent of the Transferor and the Transferee that each conveyance by the Transferor to the Transferee pursuant to this Agreement of the Receivables and the Related Rights, including without limitation, all Receivables, if any, constituting general intangibles as defined in the UCC, and all Related Rights be construed as an absolute, irrevocable, valid and perfected sale (or contribution) and absolute assignment (without recourse except as provided herein) of such Receivables and Related Rights by the Transferor to the Transferee (rather than the grant of a security interest to secure a debt or other obligation of the Transferor), providing the Transferee with the full risks and benefits of ownership of the Receivables and Related Rights (such that the Receivables and the Related Rights would not be property of the Transferor’s estate in the event of the Transferor’s bankruptcy) and that the right, title and interest in and to such Receivables and Related Rights conveyed to the Transferee be prior to the rights of and enforceable against all other Persons at any time, including, without limitation, lien creditors, secured lenders, investors and any Person claiming through the Transferor, and intend to treat each such conveyance as a “true sale” or “true contribution”, as applicable, for all purposes under applicable law and accounting principles. None of the Transferee, the Agent, the Investors or the other Affected Persons shall have any obligation or liability under any Receivables or Related Rights, nor shall the Transferee, the Agent, any Investor or the other Affected Persons have any obligation or liability to any Obligor or other customer or client of the Transferor (including any obligation to perform any of the obligations of the Transferor under any Receivables or Related Rights).

No Recourse or Assumption of Obligations. Except as specifically provided in this Agreement, the purchase and sale or contribution, as applicable, of Receivables and Related Rights under this Agreement shall be without recourse to the Transferorany Originator. It is the express intent of the Transferor each Originator and the Transferee that each conveyance by the Transferor such Originator to the Transferee pursuant to this Agreement of the Receivables and the Related Rights, including without limitation, all Receivables, if any, constituting general intangibles as defined in the UCC, and all Related Rights be construed as an absolute, irrevocable, valid and perfected sale (or contribution) and absolute assignment (without recourse except as provided herein) of such Receivables and Related Rights by the Transferor such Originator to the Transferee (rather than the grant of a security interest to secure a debt or other obligation of the Transferorsuch Originator), providing the Transferee with the full risks and benefits of ownership of the Receivables and Related Rights (such that the Receivables and the Related Rights would not be property of the Transferorsuch Originator’s estate in the event of the Transferorsuch Originator’s bankruptcy) and that the right, title and interest in and to such Receivables and Related Rights conveyed to the Transferee be prior to the rights of and enforceable against all other Persons at any time, including, without limitation, lien creditors, secured lenders, investors and any Person claiming through the Transferorsuch Originator, and intend to treat each such conveyance as a “true sale” or “true contribution”, as applicable, for all purposes under applicable law and accounting principles. None of the Transferee, the Agent, the Investors or the other Affected Persons shall have any obligation or liability under any Receivables or Related Rights, nor shall the Transferee, the Agent, any Investor or the other Affected Persons have any obligation or liability to any Obligor or other customer or client of the Transferor any Originator (including any obligation to perform any of the obligations of the Transferor any Originator under any Receivables or Related Rights).

No Recourse or Assumption of Obligations. Except as specifically provided in this Agreement, the purchase and sale or contribution, as applicable, of Receivables Pool Assets and Related Rights Assets under this Agreement shall be without recourse to the Transferorany Originator. It is the express intent of the Transferor Each Originator and the Transferee that each conveyance by Company intend the Transferor transactions hereunder to the Transferee pursuant to this Agreement constitute absolute and irrevocable true sales or valid contributions of the Receivables Pool Assets and the Related Rights, including without limitation, all Receivables, if any, constituting general intangibles as defined in the UCC, and all Related Rights be construed as an absolute, irrevocable, valid and perfected sale (or contribution) and absolute assignment (without recourse except as provided herein) of Assets by such Receivables and Related Rights by the Transferor Originator to the Transferee (rather than the grant of a security interest to secure a debt or other obligation of the Transferor)Company, providing the Transferee Company with the full risks and benefits of ownership of the Receivables Pool Assets and Related Rights Assets (such that the Receivables Pool Assets and the Related Rights Assets would not be property of the Transferorsuch Originator’s estate in the event of the Transferorsuch Originator’s bankruptcy) and that the right, title and interest in and to such Receivables and Related Rights conveyed ). Notwithstanding anything to the Transferee contrary in this Agreement or any other Transaction Document, no payments by any Originator shall be prior made to the rights Company to the extent that they constitute recourse with respect to a Pool Asset and the Related Assets by reason of and enforceable against all other Persons at any time, including, without limitation, lien creditors, secured lenders, investors and any Person claiming through the Transferor, and intend financial or credit condition of the related Account Debtor or Obligor (including the occurrence of an Insolvency Event with respect to treat each such conveyance as a “true sale” the related Account Debtor or “true contribution”, as applicableObligor); provided that, for all purposes under applicable law and accounting principlesthe avoidance of doubt, this paragraph shall not relieve any Originator from making any payments pursuant to this Agreement with respect to any Deemed Collections. None of the TransfereeCompany, the Agentany Purchaser, the Investors any Purchaser Agent or the other Affected Persons Administrative Agent shall have any obligation or liability under any Receivables Pool Assets or Related RightsAssets (including any commitment to fund loans under any Loan Documents), nor shall the Transferee, the AgentCompany, any Investor Purchaser, any Purchaser Agent or the other Affected Persons Administrative Agent have any obligation or liability to any Account Debtor, Obligor or other customer or client of the Transferor any Originator (including any commitment to fund loans under any Loan Documents or any other obligation to perform any of the obligations of the Transferor an Originator under any Receivables Pool Assets or Related RightsAssets).